Service Terms

These Service Terms (this "Agreement") govern the provision of pay-per-appointment lead generation services by Listings AI ("Listings AI," "we," "us") to the agent, broker, team, or brokerage that has executed an Order Form or otherwise engaged our services ("Client," "you"). By executing an Order Form, paying an invoice, or accepting a booked appointment, Client agrees to be bound by this Agreement.

1. "Appointment" means a scheduled phone or video consultation between Client and a prospective home seller that meets the Qualification Criteria in Section 2 and is delivered to Client's calendar via the Services.
2. "Qualified Appointment" means an Appointment that satisfies all Qualification Criteria in Section 2 at the time of booking.
3. "Order Form" means the written or electronic order document (including email confirmations) identifying territory, appointment capacity, per-appointment fee, and any service-specific terms.
4. "Territory" means the geographic area identified in the Order Form in which Listings AI generates leads for Client.
5. "Services" means the lead generation, qualification, and appointment-scheduling services described in this Agreement and any Order Form.

At the time of booking, each Qualified Appointment meets all of the following criteria, as verified by Listings AI's AI-driven SMS qualification system during a recorded two-way text conversation with the prospect:

1. The prospect has stated an intent to sell residential real property located within the Territory within the next three (3) to six (6) months.
2. The prospect has stated that they are not currently represented by, engaged with, or otherwise working with another real estate agent or brokerage.
3. The prospect has stated that they are not currently under an active listing agreement for the subject property.
4. The prospect is the owner of record (or a member of the household who is an owner of record) and is a decision-maker with authority to list the property.
5. The prospect has affirmatively confirmed the scheduled Appointment date and time.

1. Pay-per-Appointment Model. Client pays a fee per Qualified Appointment, as specified in the Order Form. There are no setup fees, retainers, or monthly minimums unless expressly stated in the Order Form.
2. Amount. The per-Appointment fee is as agreed in the Order Form.
3. Billing Cadence. Listings AI invoices Client on the cadence specified in the Order Form (typically weekly). Invoices are due on receipt unless otherwise agreed. Amounts past due by more than ten (10) days accrue interest at 1.5% per month or the maximum permitted by law, whichever is less.
4. Payment Method. Client authorizes Listings AI (or its processor) to charge the payment method on file for all fees, including replacement-related adjustments where applicable.
5. Taxes. Fees are exclusive of applicable sales, use, or similar taxes, which are Client's responsibility except for taxes on Listings AI's net income.
6. Disputes. Billing disputes must be submitted in writing within thirty (30) days of the invoice date; otherwise the invoice is deemed final.

1. Eligibility for Replacement. Subject to Section 4.2 and 4.3, Listings AI will provide a free replacement Appointment where any of the following occurs:
   • (a) The prospect is, at the time of the scheduled Appointment, under an active listing agreement or otherwise represented by another agent, contrary to their pre-booking statements;
   • (b) The prospect fails to answer the confirmed call or fails to appear for the confirmed Appointment (no-answer / no-show);
   • (c) The Appointment fails to satisfy any of the Qualification Criteria set forth in Section 2.
2. Reporting Window. Client must report a bad Appointment in writing (email to trylistingsai@gmail.com or via the designated reporting channel) within forty-eight (48) hours of the scheduled Appointment time. Reports submitted after the 48-hour window are not eligible for replacement.
3. Non-Qualifying Situations. The following do not qualify for a free replacement, and Client is responsible for the per-Appointment fee for any such Appointment:
   • (a) Client fails to appear, reschedules, cancels, or is late for the scheduled Appointment;
   • (b) Client is unable to close, convert, or list the prospect for reasons unrelated to Qualification Criteria (including pricing disagreements, commission objections, personality fit, or sales skill);
   • (c) The prospect is not ready to sign a listing agreement immediately or at the first Appointment;
   • (d) The prospect is timeline-qualified per Section 2 but wishes to interview multiple agents;
   • (e) The prospect's home does not meet Client's personal price point, property-type, or geographic preferences beyond the Territory criteria agreed in the Order Form;
   • (f) Client fails to confirm availability, calendar integration fails on Client's side, or Client's phone goes to voicemail during the confirmed Appointment;
   • (g) The report is submitted outside the 48-hour window.
4. Replacement Timing. Listings AI will use commercially reasonable efforts to deliver a replacement Appointment within fourteen (14) days of an approved replacement request. Replacement Appointments are the exclusive remedy for non-qualifying Appointments; no cash refunds are provided except as required by law.
5. Good-Faith Review. Listings AI reviews replacement requests in good faith based on call recordings, setter notes, and Client's report. Listings AI's good-faith determination is final, subject to Section 10.

1. Exclusive Leads. Each Qualified Appointment delivered to Client is exclusive to Client and will not be resold, reshared, or re-booked with another Listings AI client.
2. Territory. Listings AI may serve other clients in the same metro area but will not knowingly deliver the same prospect to two clients. Territory exclusivity (e.g., ZIP-code-level or neighborhood-level exclusivity) applies only if expressly stated in the Order Form.
3. Capacity. Client's Order Form specifies target Appointment capacity (e.g., per week). Listings AI uses commercially reasonable efforts to meet capacity but does not guarantee a minimum number of Appointments in any given period.

1. Maintain reasonable calendar availability and keep the integrated calendar (Calendly, Go High Level, Google Calendar, or Outlook) up to date.
2. Answer confirmed Appointments on time, from the phone number provided at onboarding, and conduct each Appointment professionally.
3. Comply with all applicable laws, including real estate licensing, fair housing, TCPA, state anti-solicitation, and advertising disclosure rules.
4. Not contact prospects outside the scope of the delivered Appointment until after the initial Appointment has occurred.
5. Promptly report any bad Appointments within the reporting window in Section 4.2.
6. Not disparage, misrepresent, or misuse the Listings AI brand or materials.

1. Listings AI retains all right, title, and interest in and to the Services, including lead-generation methodology, SMS outreach scripts and templates, AI qualification systems, software, and processes.
2. Client owns the lead/prospect contact data delivered to Client for the purpose of fulfilling the Appointment. Client's use of prospect data is subject to applicable law and Listings AI's Privacy Policy.
3. Client grants Listings AI a non-exclusive, royalty-free license to use Client's name, logo, and performance results in anonymized or aggregate form for marketing, case studies, and testimonials unless Client opts out in writing.

1. Term. This Agreement begins on the effective date of the Order Form and continues on a month-to-month basis until terminated.
2. Cancellation by Client. Client may cancel at any time by providing written notice of at least seven (7) days. Fees for Appointments already scheduled within the notice period remain payable.
3. Suspension / Termination by Listings AI. Listings AI may suspend or terminate Services immediately for (a) non-payment, (b) material breach, (c) fraudulent or unlawful conduct, or (d) Client's repeated no-shows to confirmed Appointments.
4. Effect of Termination. Upon termination, Client will pay all outstanding fees for Appointments already delivered or scheduled. Sections that by their nature should survive (including 3, 4, 7, 9, 10, and 11) shall survive.

1. No Results Guarantee. Listings AI makes no representation or warranty regarding close rate, conversion rate, listing-signed rate, commission income, or any other business outcome. Testimonials and examples are illustrative only; individual results vary.
2. "As Is." The Services are provided "as is" and "as available." Listings AI disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement, to the maximum extent permitted by law.
3. Limitation of Liability. To the maximum extent permitted by law, Listings AI's aggregate liability arising out of or related to this Agreement shall not exceed the total fees paid by Client to Listings AI during the three (3) months immediately preceding the event giving rise to the claim. In no event shall Listings AI be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or business opportunities, whether based on contract, tort, or any other legal theory.

1. Governing Law. This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-law rules.
2. Informal Resolution. The parties will first attempt in good faith to resolve any dispute by written notice and thirty (30) days of discussion.
3. Binding Arbitration. Any dispute not resolved informally shall be submitted to final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. Arbitration shall be seated in Wilmington, Delaware, before a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.
4. Class Waiver; Jury Waiver. The parties waive any right to participate in a class, collective, or representative action, and waive the right to a jury trial.
5. Injunctive Relief. Either party may seek temporary injunctive relief in court to protect intellectual-property or confidentiality rights pending arbitration.
6. Fees. Each party bears its own attorneys' fees except as the arbitrator may award to the prevailing party consistent with AAA rules.

1. Entire Agreement. This Agreement, together with any Order Form and the Privacy Policy, constitutes the entire agreement between the parties and supersedes all prior agreements on the subject.
2. Amendments. Listings AI may update this Agreement on thirty (30) days' notice. Continued use of the Services after the effective date constitutes acceptance.
3. Assignment. Client may not assign this Agreement without Listings AI's prior written consent. Listings AI may assign freely.
4. Independent Contractors. The parties are independent contractors. Nothing in this Agreement creates an employment, partnership, or joint-venture relationship.
5. Force Majeure. Neither party is liable for delays or failures due to causes beyond its reasonable control (e.g., acts of God, internet outages, telecom carrier or messaging-platform policy changes, governmental actions).
6. Notices. Notices to Listings AI may be sent to trylistingsai@gmail.com. Notices to Client may be sent to the email on Client's Order Form.
7. Severability. If any provision is held unenforceable, the remaining provisions remain in effect.
8. No Waiver. Failure to enforce any provision does not waive future enforcement.
9. Headings. Headings are for convenience only and do not affect interpretation.

Questions about this Agreement? Email trylistingsai@gmail.com.