Terms of Use - Palmtech Home Inspection Software

Palmtech Terms of Use

Effective Date: January 11th, 2023

Palmtech (“we”), a business unit of Porch.com, Inc., helps inspectors and other users of the service (“you”) by offering software tools and other services to manage their services (“Services”). The following Terms of Use outline your obligations when using the Services, defined below. Any reference to “Inspector,” “you” and “your” in the Terms refers to you, any legally recognized entity that is the account subscriber to the Services and, as the context requires with respect to use and access of the Services, the individual authorized users under your account (“Users”).

1. Agreement to Terms

The Palmtech website available at https://www.palmtech.com/, any applications we provide, our related web and digital properties, and all related sites and mobile applications (the “Properties), and the various content, features, and services offered on and in connection with these sites and applications (individually and collectively with the Properties, the “Services” are owned and operated by Palmtech and can only be accessed and used by you under the Terms of Use described below (“Terms”)). By creating an account or otherwise accessing or using the Services, you acknowledge and agree to follow and be bound by these Terms.

THESE TERMS INCLUDE A CLASS ACTION WAIVER AND REQUIRE BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. DETAILS ARE SET FORTH BELOW.

References to Palmtech (or “we” or “us”) in the Terms include our service providers or suppliers, to the extent that such service providers or suppliers are acting for or on behalf of us with respect to the Properties. Please review our other terms and policies posted on the Properties, including the Privacy Policy.

2. Changes to Terms

We may modify the Terms at any time by posting a revised version. Any changes to the Terms will be effective immediately upon posting. Please review the Terms each time you use the Services as your continued use of the Services. You waive any right you may have to receive specific notice of such changes. YOUR CONTINUED USE OF THE SERVICES AFTER SUCH POSTING (OR OTHER NOTIFICATION, IF ANY) MEANS YOU ACCEPT AND AGREE TO BE BOUND BY THE MODIFIED TERMS OF USE.

3. The Services; User and Site Content.

No Responsibility for Inspectors’ services. Palmtech is not responsible for any Inspector’s products, services or advice. Palmtech is not an agent of any Inspector, and Inspectors are not employees or agents of Palmtech. We cannot and do not represent or warrant that any Inspector is licensed, qualified, bonded, insured or capable of performing any service.

Site Content. The Services, including all materials, visual interfaces, graphics, design, photographs, videos, audio, information, data, computer code, content and information therein and their selection, arrangement and composition, and all trademarks, service marks or other brands or names of Palmtech (collectively, the “Content”), are the proprietary property of Palmtech and its suppliers and licensors and are protected by United States and international intellectual property laws, including trademark and copyright laws. Any use of the Contents without our express written consent is strictly prohibited. Palmtech reserves all rights to the Contents not granted expressly in these Terms. Any material downloaded or otherwise obtained through the Use of the Services is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of any such material. We hereby grant you a limited, perpetual, worldwide, revocable, non-exclusive, non-transferable and non-sublicensable right to access and use the Services and Content for your personal, non-commercial (unless otherwise agreed by us) and informational use only, subject to your compliance with the Terms. Except as noted above, you may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in any way, any of the Contents or the Services. Unauthorized use of the Contents is expressly prohibited by law, and may result in severe civil and criminal penalties.

User Content. The data, information, reports, templates, or other materials that you, your Users, your clients or anyone on your behalf creates, uploads, links, posts, publishes, sends or otherwise provides to or with the Services are referred to, individually and collectively, as “User Content.” User Content includes personal information of your clients and other individuals that you provide to Palmtech.

Responsibility for User Content. You (not Palmtech) are solely responsible for User Content and any consequences of using, submitting and transmitting User Content through the Services, including with respect to any person whose personal information, reports, templates or other materials are uploaded, linked or otherwise provided to or with the Services by you, your Users or anyone on your behalf or who relies on any User Content as information or advice. With respect to all User Content connected with your account, you represent and warrant that you have received all required consents to provide such User Content to Palmtech and that the use and disclosure of such User Content in accordance with the Terms and the Palmtech Privacy Policy does not contradict any agreement, promise, representation or warranty you or your Users have made to any person who owns, or whose information (including personal information) is included in, such User Content.

License to User Content. We do not own User Content or claim any ownership in it. We will use and disclose User Content as permitted in the Terms and the Palmtech Privacy Policy. You grant Palmtech a worldwide, royalty-free, irrevocable, perpetual, sub-licensable and transferable license to use, copy, distribute, disclose, prepare derivative works of, perform and display the User Content for those purposes, subject to our obligations under the Palmtech Privacy Policy and any applicable laws relating to personal information. This license extends to Palmtech partners, Porch Family Companies, Palmtech’s service providers and other third parties only as described in the Palmtech Privacy Policy. This license is non-exclusive, so you can use or post your User Content elsewhere and give these rights to others if you want. You also acknowledge and agree that we may create, generate and use anonymized sets of data derived from the content submitted by multiple Palmtech users, including your User Content (“Aggregate Data”) for any lawful purpose, and that Palmtech retains all right, title, and interest in Aggregate Data. Please see the Palmtech Privacy Policy for additional information on our use and disclosure of Aggregate Data. If you are a franchisee, some of the User Content may be owned by the franchisor and your current or future use of the User Content may be subject to conditions and limitations. You should consult your franchise agreement regarding ownership and other terms and conditions of the franchise governing User Content.

No Review of User Content. We have no obligation to pre-screen or review, and we do not approve, control or endorse, any User Content. However, we reserve the right to refuse, remove or modify User Content for any reason.

Download of User Content. The Services include a feature that permits you, at any time during the Term, to download the User Content in your account (subject to any limitations that the account owner places on Users). Once your account is terminated, Palmtech has no obligation to retain or provide any User Content to you.

4. Eligibility

You must be at least 16 years old to use the Properties. If you are under the age of majority in your state of residence (a minor), your parent or legal guardian must agree to these Terms on your behalf, and you may only access and use the Properties with permission from your parent or legal guardian.

Users must be 18 years of age or older to use or register for Services. By using the Services, you represent and warrant that: (a) all information you submit during Account registration is truthful and accurate; (b) you will maintain the accuracy of such information; and (c) your Use of the Services does not violate any applicable law or regulation. Your profile and Account may be terminated and deleted without warning if we believe that you are under 18 years of age.

5. Accounts and Charges for Users

User Account. Account registration is required for Users to receive or use certain Services. You are solely responsible for keeping your Account information confidential. You may not transfer, sell, assign, or sublicense your Account to any third party without our prior written approval. You are solely responsible for all usage or activity on the Services that occurs under your Account, including, but not limited to, Use of the Services by any person who uses your Account, with or without authorization. You agree to notify us immediately of any unauthorized use or any other breach of security on your Account. Palmtech will not be liable for losses incurred as a result of an unauthorized use of a password or account. Personal information submitted through the Service is governed according to Palmtech’s Privacy Policy.

Charges. Your subscription for Palmtech (“Subscription Services”) begins on the first day you register your Palmtech Subscription Services account and continues for the applicable term until terminates using the process below. We will charge you for your Palmtech Subscription Services in relation to each term, including the monthly minimum, if any (“Subscription Charges”). Palmtech also may also charge you for certain other services or products that you choose to purchase (“Service Charges”) in addition to your Subscription Charges (collectively, “Charges”). Applicable sales tax will be added to all Charges where required by law. In our sole discretion, we can enhance, reduce, discontinue, or restrict access to Services (or any portion of the Services), temporarily or permanently. We will provide timely notice of such changes whenever practicable.

Payment. Payments for Subscription Charges, including the monthly minimum (if any), are due and payable to Palmtech immediately and on a monthly basis thereafter. Payments for other Charges are due and payable in accordance with the payment terms communicated with the applicable Service. All Charges are non-refundable unless otherwise explained in these Terms. We typically require payments by credit card or other valid payment card. When you use a credit card to pay for Charges, you represent and warrant that the credit card information you provide is accurate and that you are authorized to use it to pay the Charges. You agree not to initiate a chargeback with your credit card issuer unless and until you have exhausted all attempts to resolve any disputes directly with us, and you understand that initiating a chargeback does not extinguish your obligation to pay. We may terminate any account that remains inactive for one year or more, which also will terminate any accumulated credits, incentives, rewards or the like associated with the account.

6. Consent for Communications

Telephone Calls and Other Communications. When you contact us, when we contact you, or when you communicate with a User through the Services, we may monitor and/or record those communications for quality assurance, customer satisfaction and other purposes. By providing your telephone number to us, you consent to this monitoring and recording.

Your Consent to Receive Automated Calls/Texts. By providing your telephone number(s), you consent to receive autodialed, pre-recorded or artificial voice calls and text (SMS) messages even if your number(s) is registered on any state or federal Do Not Call list from us and our partners. We may also contact you for servicing your account, addressing complaints, billing or other account-related matters, or other purposes reasonably related to the Services.

You agree to be contacted at any email or mailing address or telephone number that you or anyone acting on your behalf provides to Palmtech or that we obtain through other lawful means.

7. Privacy

For complete details on our use of your information, including Collected Information (as defined below), please see our Privacy Policy.

8. User Conduct

We prohibit certain kinds of conduct that may be harmful to other users or to us. When you use the Services, you may not:
Remove, alter or obscure any copyright, trademark or proprietary rights notice incorporated in the Content or accompanying the Services, you may not:

Remove, alter or obscure any copyright, trademark or proprietary rights notice incorporated in the Content or accompanying the Services;
Reverse engineer, decompile, disassemble or otherwise attempt to derive the source code or architectural framework for the Services (except to the extent specifically permitted by applicable law);
Access, download, monitor, or copy any Content contained on or in the Properties or otherwise in the Services through automated or artificial means (including screen and database scraping, spiders, robots, crawlers, deep-link, or any similar or equivalent automatic or manual process), or in any way obtain or attempt to obtain any Content through any means that Palmtech does not intentionally make available through the Services. However, general purpose Internet search engines and non-commercial public archives that use tools to gather information for the sole purpose of displaying hyperlinks to the Services are granted a limited exception from the foregoing exclusion, provided that they do so from a stable IP address or range of IP addresses using an easily-identifiable agent that adheres to all limitations set forth in any applicable robots.txt file. You may not harvest information about Users or Inspectors for any purpose.
Frame any part of the Services. You may not use, or attempt to use, the Services through any means not explicitly and intentionally made available, provided or intended with respect to the Services (including attempting to gain unauthorized access to any portion of the Properties, the Services, or any other systems connected to the Properties and Services). You may not use or access the Properties or the Services in any manner that could damage, disable, overburden, or impair the Services or that could interfere with the rights of or otherwise harm Palmtech, our service providers or suppliers, Inspectors, other Users or any other person.
Engage in any form of harassment or offensive behavior, including making abusive, threatening, defamatory, racist, obscene, or offensive statements or deceptive or fraudulent behavior;
Infringe or violate the privacy rights, property rights or any other rights of any person or entity, or;
Violate any applicable law, rule or regulation.

9. Collected Information and User Submissions

You agree and acknowledge that Palmtech may collect data, text, photos, videos, measurements, comments, reviews, feedback, notes, ideas, know-how, techniques, or other information (individually and collectively, “Information”) before, during, and after the provision of Services, or otherwise in connection with the Services (individually and collectively, “Collected Information”). If you (or your agents or authorized representatives) order a Palmtech product and provide your Information to be used in that product (for example, if your inspection data is provided to Palmtech to create a webpage), then Collected Information includes the provided Information.

10. Suggestions.

If you elect to provide or make available to Palmtech any suggestions, comments, ideas, improvements or other feedback relating to the Services or otherwise (“Suggestions”), Palmtech will be free to use, disclose, reproduce, have made, modify, license, transfer and otherwise utilize and distribute your Suggestions in any manner, without credit or compensation to you.

11. Warranty; Accuracy of Information.

The Services are provided on an “as is” basis without warranties of any kind, either express or implied. To the fullest extent permitted by law, Palmtech, its affiliates, and their respective officers, directors, employees, contractors, shareholders, agents, representatives, licensors, licensees and suppliers (collectively, the “Palmtech Parties”) disclaim all warranties, express, implied, statutory, and otherwise, in connection with the Services and your use of or transactions with Palmtech or other third parties, including any implied warranties of title, merchantability, fitness for a particular purpose, satisfactory quality, security, accuracy, availability, use of reasonable care and skill, and non-infringement, as well as warranties arising by usage of trade, course of dealing, and course of performance.

12. Third-Party Intellectual Property

The Services may contain links to third party websites, advertisements, services, offers, activities or other content (collectively, “Third-Party Materials”), and Third-Party Materials may be provided on the Palmtech Properties as part of the Services. These Third-Party Materials are not owned or controlled by Palmtech. These Third-Party Materials are provided for your reference and convenience only, and do not imply any endorsement, sponsorship or recommendation by Palmtech. All non-Palmtech trademarks, product names and logos appearing on our Services are property of their respective owners.

13. Claims of Copyright Infringement

In accordance with the Digital Millennium Copyright Act (“DMCA”), Palmtech will respond promptly to properly reported claims of copyright or trademark infringement. If you are a copyright or trademark owner (or authorized to act on behalf of the copyright or trademark owner) and believe that your work’s copyright or trademark has been infringed, please report your notice of infringement to us by providing our Designated Agent with a written notification of claimed infringement that includes substantially the following: (i) a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest, (ii) identification of the copyrighted work claimed to have been infringed, (iii) a description of where the material that you claim is infringing is located within the Services, (iv) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an e-mail address, (v) a signed statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law, and (vi) a signed statement that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or you are authorized to act on behalf of the owner. Notification pursuant to the DMCA should be submitted to:

14. Free Trial; Returns; Refunds.

Your subscription to certain Services may begin with a free trial in which you have access to the Sites and certain Services for a predetermined number of published inspections (“Free Inspections”). Palmtech will provide you with the number of Free Inspections upon registration for your free trial.

If you have not provided billing information for Subscription Services at the conclusion of your Free Inspections, you will still have access to your dashboard and existing reports for a limited time, but you will lose access to certain Services, including, but not limited to, the home inspection report writer and the ability to create a new report. You will have the ability to enter billing information and subscribe at any time. Palmtech reserves the right to modify, extend, shorten, cancel or limit the free trial period without notice at any time.

If we, in a particular case, agree to refund a Charge, the Charge amount will be credited to your Palmtech account. Payments for Charges that meet our requirements for a refund rather than an account credit (per these Terms or otherwise in our discretion) will be refunded back to the original method of payment.

15. Palmtech Web Hosting Services.

Palmtech Web Hosting Services may be cancelled at any time and will take effect at the end of your current billing cycle. Palmtech websites are created on WordPress. Upon cancellation, Palmtech will deliver to you a file that contains all posts, pages, comments, custom fields, terms, navigation menus and custom posts to allow for importing into the new website. Palmtech is not obligated in any way to participate in the technical implementation of migrating to a stand-alone website or building a new website. Any premium themes or plugins purchased and used to create the original website remain the property of Palmtech.

16. Termination; No Right to Services.

We reserve the right to refuse service to anyone. We reserve the right, with or without notice, and in our sole discretion, to terminate any license to the Services, in whole or in part, and to terminate, limit or prevent any User’s or Inspector’s future access to and use of the Services, for any at any time and for any reason (including those specifically described in these Terms).

17. Warranty Disclaimer.

The Services are provided on an “as is” basis without warranties of any kind, either express or implied. To the fullest extent permitted by law, Palmtech, its affiliates, and their respective officers, directors, employees, contractors, shareholders, agents, representatives, licensors, licensees and suppliers (collectively, the “Palmtech Parties”) disclaim all warranties, express, implied, statutory, and otherwise, in connection with the Services and your use of or transactions with Palmtech, Users, Inspectors or other third parties, including any implied warranties of title, merchantability, fitness for a particular purpose, satisfactory quality, security, accuracy, availability, use of reasonable care and skill, and non-infringement, as well as warranties arising by usage of trade, course of dealing, and course of performance.

18. Limitation of Liability.

In no event will the Palmtech Parties be liable to you or any third party for any cost of cover, lost profits or direct, indirect, incidental, special, punitive, or consequential damages whatsoever arising out of, based on, or resulting from your use of the Services and your use of, or transactions with, Palmtech or other third parties, whether based on warranty, contract, tort, negligence or any other legal theory, whether or not such damages are foreseeable and whether or not Palmtech is advised of the possibility of such damages. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction. In no event will the collective liability of the Palmtech Parties arising out of or in connection with the Terms, the Services, and your use of, or transactions with, Palmtech, or other third parties exceed the lesser of (a) the amount you have paid to Palmtech for use of the applicable Services in the preceding 12-month period or (b) if you have not had any payment obligations to Palmtech, one hundred dollars. Any claims relating to the Services or the Terms must be brought within one (1) year from the date the cause of action arose. Claims brought after such period will be VOID.

19. Indemnification.

In addition to your indemnification obligations with respect to false or incorrect information (described above), you agree to indemnify, defend and hold harmless the Palmtech Parties from and against any claims, disputes, demands, losses, obligations, liabilities, expenses, damages and costs (including attorneys’ fees) due to or arising out of any violation by you of any of the Terms or applicable laws. Palmtech reserves the right, at its own cost and sole discretion, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Palmtech in asserting any available defenses.

20. Release.

You agree that you bear all risk and, in consideration of the services provided by us, you hereby release the Palmtech Parties from all claims, demands, liabilities and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, now and in the future, arising out of or in any way connected with your use of the Services and your use of, or transactions with, Palmtech, Users, Inspectors or other third parties (including any claims under the federal Telephone Consumer Protection Act, Truth In Caller ID Act or Telemarketing Sales Rule and any state equivalents, and any federal or state tort or consumer protection laws). You further waive any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver. You waive and relinquish all rights and benefits which you have or may have under Section 1542 of the civil code of the state of California or any similar provision of the statutory or non-statutory law of any other jurisdiction to the full extent that you may lawfully waive all such rights and benefits.

21. Disputes

Binding Arbitration. You agree that any dispute or claim arising out of or relating in any way to the Terms, your access to or use of the Services or the Properties or any relationship between us, including the validity, applicability or interpretation of the Terms (any of these, a “Dispute”) will be resolved by binding arbitration rather than in court. There is no judge or jury in arbitration, and court review of an arbitration award is limited. Notwithstanding anything to the contrary, you and Palmtech may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect intellectual property rights, whether in aid of, pending or independently of the resolution of any Dispute pursuant to the arbitration procedures set forth below.

The arbitration will be conducted by the American Arbitration Association (AAA) under its then-applicable rules, including (as appropriate) its Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that the hearing will be conducted in King County, Washington or the city within the United States in which you reside. Without limiting the jurisdiction of any other court, you admit and further irrevocably agree to submit to the personal jurisdiction of the courts located within King County, Washington for the purpose of entering judgments on arbitral awards.

Class Action Waiver. Any Dispute will be conducted only on an individual basis and not in a class, consolidated or representative action or arbitration or as a named or unnamed member in a class, consolidated, representative or private attorney general legal action. Your access and continued use of the Properties and/or the Services signifies your explicit consent to this waiver.

Venue. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial and agree that such claim shall be brought only in courts of competent jurisdiction located in King County, Washington. You hereby submit to the personal jurisdiction and venue of such courts and waive any objection on the grounds of venue, forum non conveniens or any similar grounds with respect to any such proceeding.

Governing Law. You agree that the Terms and any Dispute will be governed solely by United States and Washington state law, without regard to conflict of law provisions.

Attorneys’ Fees. If any of the Palmtech Parties take legal action against you as a result of your violation of these Terms, the Palmtech Parties will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to the Palmtech Parties.

22. General

Assignment. The Terms, and any rights and licenses granted hereunder, may be transferred or assigned by you only with Palmtech’s prior written consent, but may be assigned by Palmtech without restriction and without notice to you.

Entire Agreement and Severability. The Terms (which, as noted above, include any applicable Additional Terms) constitute the entire agreement between you and Palmtech concerning the Services and supersede all prior or contemporaneous communications of any kind between you and Palmtech with respect to the Services. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, void, or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms, and the remainder of these Terms shall remain in full force and effect.

Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Palmtech’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Third Party Beneficiaries. Nothing in the Terms create any right of action on the part of any third party, except (i) for the Palmtech Parties and suppliers or others who are party to written agreements with us explicitly giving them third party beneficiary rights and (ii) as expressly provided in the applicable Additional Terms.

Export Control. Software and the transmission of applicable technical data, if any, in connection with the Services may be subject to export controls. You agree to comply with all applicable laws regarding software and the transmission of technical data exported from the United States or the country in which you reside.

Contact Us. If you have questions about these Terms, please contact us by email at info@Palmtech.com or in writing at 2200 1st Ave South, Seattle, WA 98134.