Terms of Service for Realty AI

1. Definitions

Customer (or “you”): The real estate agent, brokerage, mortgage professional, property manager, or other business or individual that purchases or uses the Services.

End User:A visitor to a Customer’s website or platform who interacts with Madison.

Madison:Realty AI’s conversational AI assistant that engages End Users, answers questions, qualifies and captures leads, and books appointments on a Customer’s behalf.

Services: The Realty AI platform, Madison, the customer dashboard, supporting websites, integrations, documentation, and any related features we make available to you.

Customer Data:Information you provide to us or that is collected through your use of the Services, including configuration data, the content you supply to train Madison’s responses for your business, lead information, and End User conversations occurring through your deployment of Madison.

Personal Information: Information about an identifiable individual, as defined under applicable Canadian privacy laws.

Third-Party Services: Products, integrations, or services not owned or controlled by Realty AI, including customer relationship management (CRM) platforms, calendar tools, and third-party artificial intelligence providers.

Subscription: The plan you select, including its usage limits, features, support levels, and fees.

2. The Services and License

Realty AI provides Customers with access to Madison and the surrounding platform to engage website visitors, manage conversations, qualify and capture leads, and schedule appointments.

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

Your Subscription may include limits on the number of interactions, conversations, seats, integrations, features, or support available. By selecting a plan, you agree to the limits and terms associated with that plan. If you exceed your plan’s limits, we may charge additional fees, apply overage rates, downgrade your plan, or limit access to certain features, in each case with notice where practicable.

You may not resell, sublicense, rent, lease, or otherwise make the Services available to any third party except your own End Users in the ordinary course of operating your business, and you may not use the Services to build or assist in building a competing product.

3. The Nature of Madison and AI Disclosures

Madison is an artificial intelligence assistant. You acknowledge and agree to the following, and you are responsible for communicating these realities to your End Users where appropriate.

Automated responses. Madison generates responses automatically using artificial intelligence. It is not a human, a licensed real estate professional, a lawyer, a mortgage broker, or a financial advisor, and it does not provide professional, legal, financial, or real estate advice.

Possibility of error. Although Madison is designed to be helpful and accurate, AI-generated responses may be incomplete, outdated, or incorrect, and may not account for nuanced or complex situations. You are responsible for reviewing and verifying Madison’s outputs before relying on them, and for ensuring that any information Madison presents about your listings, services, or business is accurate.

Human oversight. Madison supports your business but does not replace professional judgment. Any significant, legally binding, financial, or professional decision requires human review and verification.

Third-party AI providers. Madison relies on third-party artificial intelligence providers, such as OpenAI, to process inputs and generate responses. Those providers process data in accordance with their own terms and data protection commitments. The availability and behaviour of Madison may depend on those providers.

We do not train our own models on your data. Realty AI does not use Customer Data or End User conversations to train its own foundation or AI models. We may use aggregated and de-identified data as described in Section 9 and in our Privacy Policy.

Your compliance responsibility. You are solely responsible for ensuring that your use of Madison, and the content you configure it to deliver, complies with all laws applicable to your business, including human rights, anti-discrimination, and fair housing obligations, real estate licensing and advertising rules, and consumer protection and privacy laws. You must not configure Madison to produce discriminatory, misleading, or unlawful content.

4. Customer Responsibilities and Acceptable Use

You agree that you will:

• Use the Services only for lawful purposes and in accordance with these Terms.
• Provide accurate account, billing, and configuration information, and keep it current.
• Maintain the confidentiality of your account credentials and remain responsible for all activity under your account.
• Obtain and maintain all consents, notices, and disclosures required for Madison to interact with your End Users and to collect, use, and share their Personal Information, including any consent required under applicable privacy and anti-spam laws.
• Maintain your own website terms and privacy policy governing your relationship with your End Users.
• Comply with all laws applicable to your communications with leads and clients, including Canada’s Anti-Spam Legislation (CASL) and equivalent laws, for any messages you send.

You agree that you will not, and will not permit any End User or third party to:

• Use the Services to transmit content that is defamatory, abusive, obscene, harassing, discriminatory, or otherwise unlawful.
• Configure Madison to provide discriminatory statements or to otherwise violate human rights, anti-discrimination, or fair housing obligations.
• Submit false, misleading, or fraudulent information, or impersonate any person or entity.
• Attempt to gain unauthorized access to the Services, probe or scan for vulnerabilities, or circumvent security or usage controls.
• Use bots, scrapers, or other automated means to access or overload the Services, except for Madison operating as intended on your own properties.
• Reverse engineer, decompile, or attempt to derive the source code, models, or underlying technology of the Services, except to the extent this restriction is prohibited by law.

We may suspend or limit access to the Services, with or without notice, to investigate suspected abuse, misuse, security risks, or violations of these Terms, or to protect the Services or other customers.

5. End Users and the Chatbot Relationship

Madison operates on your website or platform and interacts with your End Users on your behalf. As between you and Realty AI:

• You own and are responsible for your relationship with your End Users, including your own site terms, privacy notices, and any transactions or commitments made with them.
• Realty AI provides the technology that powers Madison and processes End User conversations and lead information in order to deliver the Services to you and, where applicable, to route leads to you and your connected systems.
• Realty AI is not a party to, and is not responsible for, any agreement, transaction, or dispute between you and your End Users.
• You are responsible for ensuring End Users are appropriately informed that they are interacting with an automated assistant and that their information may be collected and shared with you as described in your own and our privacy policies.

6. Fees, Payment, and Renewal

Fees. You agree to pay the fees for your selected Subscription, plus any applicable taxes. Fees are billed in advance on a recurring basis according to your billing cycle, unless otherwise agreed in writing.

Auto-renewal. Subscriptions renew automatically at the end of each billing cycle at the then-current rates, unless cancelled in accordance with Section 7.

Overages and plan limits.If your usage exceeds your plan’s limits, we may apply overage fees or adjust your plan as described in Section 2.

Taxes. Fees are exclusive of taxes. You are responsible for all applicable sales, use, GST, HST, QST, and similar taxes, other than taxes based on our net income.

Late or failed payment. If a payment fails or is overdue, we may suspend access to the Services until payment is received, and we may charge interest on overdue amounts to the extent permitted by law.

Price changes. We may change our fees. For existing Subscriptions, fee changes take effect at the start of your next renewal term, and we will provide reasonable advance notice.

7. Term, Cancellation, and Termination

Term. These Terms apply for as long as you access or use the Services.

Cancellation by you. To cancel your Subscription, you must notify us at least twenty-four (24) hours before your upcoming renewal date by email to admin@realty-ai.com. Cancellation requests received less than twenty-four (24) hours before renewal will not prevent the next billing cycle from being charged. In that case, your Subscription will remain active through the current paid period and will then end.

Termination for convenience. Either party may terminate for any reason on at least one (1) month’s written notice to the other.

Termination for cause. We may suspend or terminate your access immediately, without refund, if you materially breach these Terms, misuse the Services, fail to pay, or engage in conduct that creates legal or security risk for us or other customers.

Effect of termination. On termination, your right to access and use the Services ends. Fees already paid are non-refundable, and your Subscription benefits remain available until the end of the paid period. On request made within a reasonable period after termination, we will make Customer Data available for export to the extent technically practicable, after which we may delete it in accordance with our Privacy Policy and applicable law.

Discontinuation of the Services. If we cease operations or discontinue the Services, we will notify you as soon as reasonably practicable and, at our discretion, provide a transition period to allow you to export data.

8. Changes to the Services

We may update, modify, add, or discontinue features of the Services at any time. If we make a change that materially reduces core functionality, we will provide reasonable advance notice. If we replace the Services with a significantly upgraded product, we may, at our discretion, discontinue the original Service, in which case we will give you advance notice and the option to transition to the new product or to discontinue use.

9. Data, Privacy, and Confidentiality

Privacy Policy. Our collection, use, storage, and disclosure of Personal Information is described in our Privacy Policy, which is incorporated into these Terms by reference. We handle Personal Information in accordance with applicable Canadian privacy laws, including the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial laws, including Quebec’s Act respecting the protection of personal information in the private sector.

Ownership of data. As between the parties, you own your Customer Data. You grant Realty AI a worldwide, non-exclusive license to host, process, transmit, and use Customer Data as necessary to provide, secure, support, and improve the Services and as otherwise permitted by these Terms and our Privacy Policy.

Your responsibilities. You are responsible for the accuracy and legality of Customer Data and for obtaining all consents and providing all notices required for us to process it on your behalf.

Subprocessors. We use trusted third parties, including hosting providers and third-party AI providers such as OpenAI, to deliver the Services. These providers are bound by confidentiality and data protection obligations.

Aggregated and de-identified data. We may create and use aggregated and de-identified data derived from operation of the Services, including usage metrics, behavioural trends, and market-level insights, for lawful business purposes such as product improvement, analytics, benchmarking, and industry research, provided that such data does not identify you, your End Users, or any individual.

Security. We use reasonable, industry-standard measures designed to protect data. No system is completely secure, and we do not guarantee that the Services will be free from unauthorized access.

Confidentiality.Each party agrees to protect the other’s confidential information and to use it only as needed to perform under these Terms.

10. Intellectual Property

Realty AI and its licensors own all rights, title, and interest in and to the Services, including Madison, the platform, software, models and configurations, documentation, and all related intellectual property. Except for the limited rights expressly granted in these Terms, no rights are granted to you.

You retain ownership of your Customer Data and your own trademarks, content, and materials. If you provide feedback or suggestions about the Services, you grant us a perpetual, irrevocable, royalty-free license to use that feedback without restriction or obligation to you.

11. Third-Party Services and Integrations

The Services may integrate with or link to Third-Party Services, including CRMs, calendars, and AI providers. We do not control and are not responsible for the content, availability, security, or practices of Third-Party Services. Your use of any Third-Party Service is at your own risk and is governed by that third party’s terms. You are responsible for maintaining any accounts and complying with any terms required by the Third-Party Services you connect.

12. Disclaimer of Warranties

The Services are provided on an “as is” and “as available” basis, without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, to the fullest extent permitted by law.

We do not warrant that the Services will be uninterrupted, error-free, or secure, that defects will be corrected, that any specific number of leads or results will be achieved, or that AI-generated outputs will be accurate or complete. We are not responsible for issues arising from Third-Party Services or from circumstances beyond our reasonable control.

13. Limitation of Liability

To the fullest extent permitted by law, Realty AI and 4 Sigma Solutions Inc., and their respective directors, officers, employees, and affiliates, will not be liable for:

• Any indirect, incidental, special, consequential, punitive, or exemplary damages.
• Any loss of data, revenue, profits, business, goodwill, or anticipated savings.
• Decisions or actions taken in reliance on AI-generated outputs.
• Service interruptions, delays, or unavailability, or issues caused by Third-Party Services.

To the fullest extent permitted by law, our total aggregate liability arising out of or relating to these Terms or the Services will not exceed the total amount you paid to us for the Services in the twelve (12) months immediately preceding the event giving rise to the claim.

Nothing in these Terms limits liability that cannot be limited or excluded under applicable law.

14. Indemnification

You agree to defend, indemnify, and hold harmless Realty AI and 4 Sigma Solutions Inc., and their respective directors, officers, employees, and affiliates, from and against any claims, damages, liabilities, losses, and expenses, including reasonable legal fees, arising out of or related to your use or misuse of the Services, your Customer Data, your relationship with or communications to your End Users, your violation of these Terms, or your violation of any law or third-party right, including human rights, anti-discrimination, fair housing, privacy, or anti-spam laws.

15. Electronic Communications and SMS Notifications

By using the Services, you consent to receive electronic communications from us relating to your account and the Services. You may also opt in to receive SMS notifications about new leads captured through Madison. These messages are sent to the phone number you provide. You can opt out of SMS notifications at any time by replying STOP to any message or by disabling SMS notifications in your Realty AI dashboard. Standard message and data rates may apply.

16. Assignment and Business Transfers

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms, in whole or in part, including in connection with a merger, acquisition, reorganization, financing, or sale of assets. In the event of such a transaction, the Services may be continued, modified, or discontinued by the acquiring entity, and we will notify you where required by law.

17. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable there, without regard to conflict of law principles. Subject to the paragraph below, you agree to the exclusive jurisdiction of the courts located in Ontario for any dispute arising out of or relating to these Terms or the Services. We encourage the parties to attempt to resolve disputes through good-faith discussion or mediation before commencing litigation.

Nothing in this Section deprives a consumer of the protection of mandatory rights, including the right to bring proceedings in the courts of their province of residence, where those rights cannot be waived by contract.

18. Language

The parties have requested that these Terms and all related documents be drafted in English. Les parties ont demandé que la présente entente et tous les documents qui s’y rattachent soient rédigés en anglais. Where required by applicable law, a French-language version will be made available, and in the event of any conflict the version required by that law will govern for the affected dealings.

19. General

Entire agreement. These Terms, together with our Privacy Policy and any order or plan details, are the entire agreement between you and us regarding the Services and supersede any prior agreements on the subject.

Severability. If any provision is found unenforceable, the remaining provisions remain in full effect.

Waiver. Our failure to enforce any provision is not a waiver of our right to do so later.

Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control.

Notices. We may provide notices to you by email, through the dashboard, or by posting on our website. You may provide notices to us at admin@realty-ai.com.

Survival. Provisions that by their nature should survive termination will survive, including Sections 9 through 14, 16, and 17.

Amendments. We may update these Terms from time to time. Changes will be posted on our website and take effect immediately for new users. For existing Customers, changes take effect thirty (30) days after posting unless otherwise stated or unless a shorter period is required by law. Your continued use of the Services after changes take effect constitutes acceptance.

20. Contact

For questions about these Terms, contact us at:

4 Sigma Solutions Inc., operating as Realty AI
[Registered office address, Ontario]
Email: admin@realty-ai.com