Terms of Service

These Terms of Service ("Terms") govern your access to and use of Zuelly ("Service"), operated by Zuelly Inc. ("Zuelly," "we," "us," or "our"). By creating an account, accessing, or using the Service in any way, you agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Service.

1. Eligibility and accounts

You must be at least 18 years old to use the Service. If you use the Service on behalf of a brokerage, team, or other organization, you represent that you are authorized to bind that entity to these Terms, and "you" refers to both you and that entity.

You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to notify us immediately at hello@zuelly.com if you suspect unauthorized access to your account. We are not liable for losses arising from unauthorized use of your account.

2. Description of the Service

Zuelly is a presentation and workflow platform that enables real estate professionals ("Advisors") to create branded property briefs, curated listing collections, and tour-booking experiences for their clients. The Service includes tools to:

• Generate branded property briefs from content you provide, upload, or direct us to retrieve on your behalf from publicly accessible web pages;
• Organize listings into collections and share them with clients via tracked links;
• Schedule and manage property tours;
• Apply AI-generated commentary to listing materials.

When you provide a URL to the Service, Zuelly retrieves the publicly accessible content at that address on your behalf and at your direction, for the purpose of generating your brief. You remain solely responsible for your use of any content retrieved in this way.

3. Permitted use

You may use the Service for lawful professional real estate purposes, including creating and sharing branded briefs with your own clients, building listing collections, and scheduling tours.

4. Prohibited use

You agree not to use the Service to:

a) Violate any applicable law, regulation, or professional licensing rule;

b) Infringe or misappropriate the intellectual property, privacy, or other rights of any third party;

c) Misrepresent listing data, omit required disclosures, or violate applicable MLS rules, NAR policies, or local real estate regulations;

d) Send unsolicited commercial messages or use the tracked-link features to harvest personal data beyond what is disclosed in your privacy communications to clients;

e) Reverse engineer, decompile, or attempt to extract the source code of the Service;

f) Resell, sublicense, or provide access to the Service to third parties outside your authorized team plan;

g) Use the Service to build a competing product or to compile a database of listing content for redistribution;

h) Circumvent, disable, or interfere with any security, access control, or rate-limiting feature of the Service or of any third-party system;

i) Upload or direct the Service to retrieve any content that you know or have reason to believe you are not authorized to use, reproduce, or share;

j) Use the Service in any manner that could damage, disable, overburden, or impair our infrastructure or that of any third party.

5. Your content and representations

5.1 Ownership and license

You retain all ownership rights in content you create and upload to the Service ("Your Content"). By submitting Your Content to the Service, you grant Zuelly a non-exclusive, worldwide, royalty-free license to host, store, process, reproduce, display, and transmit Your Content solely as necessary to operate and provide the Service to you.

5.2 Your representations

By using the Service — including by directing Zuelly to retrieve content from a URL you provide — you represent and warrant that:

a) You have all necessary rights, licenses, permissions, and consents to upload, submit, or direct the retrieval of such content, and to authorize Zuelly to reproduce and display it in connection with your use of the Service;

b) Your Content and any content you direct the Service to retrieve does not infringe any copyright, trademark, right of publicity, or other intellectual property right of any third party;

c) Your use of any listing photos, descriptions, or materials in your briefs complies with the terms under which you, your brokerage, or your MLS received access to that content;

d) You will include all required listing-agent attributions, fair housing statements, brokerage disclosures, and any other regulatory disclosures required by applicable law or MLS rules on every brief you publish or share.

5.3 Accuracy of listing data

Zuelly does not verify the accuracy, completeness, or currency of any listing information. You are solely responsible for ensuring that all information in your briefs is accurate and up to date. Zuelly is not a source of record for MLS data.

6. Third-party content and URLs

When you direct the Service to retrieve content from a third-party URL, you acknowledge that:

a) Such content may be subject to the terms of service, copyright, or other restrictions imposed by the third-party site;

b) You are responsible for your own compliance with any applicable third-party terms governing your use of that content;

c) Zuelly is acting at your direction and on your behalf in retrieving such content, and you bear responsibility for the appropriateness of that instruction;

d) Zuelly makes no representations about the availability, accuracy, or legality of content hosted on third-party sites and is not liable for any changes, removals, or errors in such content.

7. Intellectual property

7.1 Zuelly's intellectual property

The Service, including its interface, underlying software, AI models, branding, logo, design, and all original content created by Zuelly, is owned by Zuelly Inc. and protected by copyright, trademark, and other applicable laws. Nothing in these Terms grants you any right to use Zuelly's name, logo, or branding except as expressly permitted.

7.2 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant us an irrevocable, royalty-free license to use that feedback without restriction or compensation to you.

8. DMCA and copyright policy

Zuelly respects intellectual property rights and expects users to do the same. If you believe that content on the Service infringes your copyright, you may submit a takedown notice to our designated DMCA agent at:

DMCA Agent: Zuelly Inc.
Email: legal@zuelly.com
Subject line: DMCA Takedown Notice

Your notice must include: (i) identification of the copyrighted work claimed to be infringed; (ii) identification of the allegedly infringing material and its location on the Service; (iii) your contact information; (iv) a statement of good-faith belief that the use is not authorized; (v) a statement, under penalty of perjury, that the information is accurate and you are the rights holder or authorized to act on their behalf; and (vi) your physical or electronic signature.

We will respond to valid notices in accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512). Repeat infringers' accounts may be terminated.

9. Subscription and billing

9.1 Plans and fees

The Service is offered on a freemium basis, with paid subscription plans billed on a recurring monthly or annual basis at the rates set out on our pricing page. We reserve the right to change pricing with at least 30 days' notice to existing subscribers.

9.2 Beta access

Beta participants may receive complimentary access for a defined period. At the end of the beta period, standard billing terms apply. We will provide notice before billing begins.

9.3 Payment

You authorize us to charge your payment method on file for all applicable fees. All charges are in USD. Fees are non-refundable except where required by applicable law or expressly stated otherwise by us.

9.4 Taxes

You are responsible for all applicable taxes. We will collect taxes where required by law.

9.5 Downgrade and cancellation

You may cancel or downgrade your subscription at any time from your account settings. Cancellation takes effect at the end of the current billing period; you will retain access until then.

10. Indemnification

You agree to defend, indemnify, and hold harmless Zuelly Inc. and its officers, directors, employees, agents, and successors from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

a) Your use of the Service;

b) Your Content or any content you direct the Service to retrieve on your behalf;

c) Your breach of these Terms or any representation or warranty made herein;

d) Your violation of any third-party right, including any copyright, trademark, or privacy right;

e) Any claim by a client, prospect, or third party arising from a brief, collection, or communication you create or send using the Service;

f) Your violation of any applicable law or regulation, including MLS rules or real estate licensing requirements.

11. Disclaimer of warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY CONTENT RETRIEVED FROM THIRD-PARTY SOURCES WILL BE ACCURATE OR AVAILABLE.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ZUELLY'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE — WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE — IS LIMITED TO THE GREATER OF (i) THE FEES PAID BY YOU TO ZUELLY IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (ii) ONE HUNDRED US DOLLARS ($100).

IN NO EVENT SHALL ZUELLY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, EVEN IF ZUELLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR EXCLUSION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

13. Dispute resolution and arbitration

13.1 Informal resolution

Before initiating any formal proceeding, you agree to first contact us at hello@zuelly.com and attempt to resolve the dispute informally for at least 30 days.

13.2 Binding arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, except as set out below. The arbitration shall be conducted in English. The arbitrator's decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.

13.3 Class action waiver

YOU AND ZUELLY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims and may not preside over any form of a representative or class proceeding.

13.4 Exceptions

Either party may seek emergency injunctive relief in a court of competent jurisdiction to prevent irreparable harm pending arbitration. Claims involving intellectual property infringement may be brought in court.

14. Governing law

These Terms and any dispute arising hereunder are governed by the laws of the State of Delaware, without regard to its conflict-of-law principles, except where applicable consumer protection law requires otherwise.

15. Account suspension and termination

We may suspend or terminate your account, with or without notice, if we reasonably believe you have violated these Terms, applicable law, or that your use poses a risk to other users or to the Service. You may close your account at any time from your account settings. Upon termination, your right to use the Service ceases immediately. Sections 5, 7, 10, 11, 12, 13, and 14 survive termination.

16. Changes to these Terms

We may update these Terms from time to time. We will notify you of material changes by email or in-app banner at least 14 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the revised Terms.

17. General

These Terms constitute the entire agreement between you and Zuelly regarding the Service and supersede all prior agreements. If any provision is found unenforceable, the remaining provisions remain in full force. Our failure to enforce any right or provision is not a waiver. You may not assign these Terms without our prior written consent. We may assign these Terms freely, including in connection with a merger, acquisition, or sale of assets.

18. Contact

For questions about these Terms: hello@zuelly.com

For DMCA notices: legal@zuelly.com

Zuelly Inc.