Terms of Service

1. Acceptance of Terms

By accessing or using BrawnPro ("the Service"), operated by BrawnPro ("Company," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to all of these Terms, you may not access or use the Service.

By creating an account, you represent that you are at least 18 years of age and have the legal authority to enter into this agreement on behalf of yourself or the business entity you represent.

2. Description of Service

BrawnPro is a cloud-based, multi-tenant software-as-a-service (SaaS) platform designed for home service businesses, including but not limited to plumbers, electricians, HVAC technicians, landscapers, cleaners, painters, roofers, and general contractors. The Service provides:

• Customer relationship management (CRM)
• Invoicing and estimates
• Point-of-sale (POS) processing
• Calendar and appointment booking
• Email marketing campaigns
• Review collection and management
• Job photo documentation
• AI-powered phone agent
• QuickBooks Online synchronization
• Digital forms and e-signatures
• Inventory management
• Business reporting and analytics

The Service is provided "as is" and "as available" without warranties of any kind, either express or implied.

3. User Accounts and Responsibilities

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Immediately notify us of any unauthorized use of your account
• Accept responsibility for all activities that occur under your account
• Ensure that any team members or employees you add to your account comply with these Terms

We reserve the right to suspend or terminate accounts that violate these Terms or that we reasonably believe are being used fraudulently.

4. Subscription and Billing

BrawnPro offers both free and paid subscription plans. By subscribing to a paid plan, you agree to pay all applicable fees as described at the time of purchase.

• Free Trial: New accounts receive a 14-day free trial of the selected plan. No credit card is required to start a trial. You will not be charged during the trial period. At the end of the trial, your account will automatically revert to the Free plan unless you subscribe to a paid plan. Free trials may be modified or discontinued at any time at our discretion.
• Paid Plans: Subscription fees are billed in advance on a monthly or annual basis, depending on your selected billing cycle. Fees are non-refundable except as required by applicable law.
• Annual Plans: Annual subscriptions are billed once per year at a discounted rate. Annual fees are non-refundable. Your service remains active for the full paid period regardless of cancellation date.
• Upgrades: Plan upgrades take effect immediately. Your billing cycle resets and you are charged the new plan rate.
• Downgrades: Plan downgrades take effect at the end of your current billing cycle. You retain all features of your current plan until the cycle ends. No partial refunds are issued for downgrades.
• Price Changes: We reserve the right to change pricing with at least 30 days' notice. Price changes will take effect at the start of your next billing cycle.
• Payment Processing: Subscription payments are processed through Stripe, a third-party payment processor. By providing payment information, you agree to Stripe's terms and conditions.
• Failed Payments: Failure to pay may result in suspension or termination of your account. We will make reasonable efforts to notify you of payment issues before taking action.

4a. Usage-Based Fees and Surcharges

In addition to subscription fees, certain features of the Service incur usage-based charges:

• AI Phone Agent:The AI-powered phone agent feature is billed on a per-minute basis. Rates vary by plan (e.g., $0.30/min on Free, $0.28/min on Starter, $0.26/min on Pro, $0.20/min on Business). Per-minute rates are subject to change with 30 days' notice. Usage charges are billed at the end of each billing cycle or when a usage threshold is reached. AI Phone Agent responses are generated by artificial intelligence and may not always be accurate. You are responsible for reviewing and verifying any information the AI provides to your callers.
• Payment Processing Surcharge:When you collect payments from your customers through BrawnPro's integrated payment processing (powered by Stripe), a BrawnPro platform surcharge applies on top of Stripe's standard processing fees. The surcharge rate varies by plan (e.g., 2.5% on Free, 1.5% on Starter, 1% on Pro, 0.5% on Business). You are responsible for Stripe's standard processing fees (currently 2.9% + $0.30 per transaction for US cards) in addition to the BrawnPro surcharge. You are responsible for ensuring that any surcharges or fees you pass on to your customers comply with applicable laws and card network rules in your jurisdiction.
• Email Campaigns:Email sending is included within plan limits via our email delivery partner (Brevo). Exceeding plan limits may result in throttling or temporary suspension of email features. We do not currently charge overage fees for email, but reserve the right to introduce usage limits with 30 days' notice.

Current usage-based rates are displayed on our pricing page. We will notify you via email at least 30 days before any rate changes take effect.

5. Acceptable Use Policy

You agree not to use the Service to:

• Violate any applicable law, regulation, or ordinance
• Transmit any material that is unlawful, harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable
• Send unsolicited communications (spam) through the Service, including bulk email or SMS campaigns to recipients who have not opted in
• Impersonate any person or entity or falsely represent your affiliation
• Interfere with or disrupt the Service or servers or networks connected to the Service
• Attempt to gain unauthorized access to any portion of the Service or any other systems or networks
• Use the Service for any fraudulent or illegal purpose
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of any portion of the Service
• Scrape, crawl, or use automated means to access the Service without our written permission
• Resell, sublicense, or redistribute the Service to third parties without our written authorization

Violation of this acceptable use policy may result in immediate suspension or termination of your account.

6. Intellectual Property

The Service, including all software, designs, text, graphics, logos, icons, user interface elements, and the arrangement thereof, is the exclusive property of BrawnPro and is protected by copyright, trademark, and other intellectual property laws.

You may not copy, modify, distribute, sell, or lease any part of the Service, nor may you reverse engineer or attempt to extract the source code of the Service, unless laws prohibit these restrictions or you have our written permission.

"BrawnPro" and the BrawnPro logo are trademarks of BrawnPro. You may not use these marks without our prior written consent.

7. User Data and Content

You retain full ownership of all data you input into the Service("User Data"), including customer records, invoices, estimates, photos, forms, communications, and any other business data.

By using the Service, you grant us a limited, non-exclusive license to store, process, and display your User Data solely for the purpose of providing and improving the Service. We will not sell, rent, or share your User Data with third parties except as described in our Privacy Policy.

You are solely responsible for the accuracy, legality, and compliance of your User Data with applicable laws, including but not limited to data protection, anti-spam, and industry-specific regulations.

Upon termination of your account, you may request export of your User Data within 30 days. After that period, we may delete your data in accordance with our data retention policies.

8. Third-Party Integrations

The Service may integrate with or allow you to connect to third-party services, including but not limited to:

• Intuit QuickBooks Online — for accounting and financial data synchronization
• Stripe — for payment processing
• Brevo (formerly Sendinblue) — for email campaign delivery
• ElevenLabs / VAPI — for AI voice and phone agent services
• Google, Apple, and Facebook — for social authentication

Your use of third-party services is subject to the respective terms and privacy policies of those providers. We are not responsible for the availability, accuracy, security, or practices of any third-party services. We do not warrant or endorse any third-party service, and we shall not be liable for any damage or loss arising from your use of or reliance on any third-party service.

You may connect or disconnect third-party integrations at any time through your account settings. Disconnecting an integration may limit certain features of the Service.

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED. WE DO NOT WARRANT THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY INFORMATION PROVIDED THROUGH THE SERVICE.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BRAWNPRO, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; (C) ANY CONTENT OBTAINED FROM THE SERVICE; OR (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU HAVE PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

11. Indemnification

You agree to defend, indemnify, and hold harmless BrawnPro and its officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms, your use of the Service, your User Data, or your violation of any rights of a third party.

12. Termination

We may terminate or suspend your account and access to the Service immediately, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination:

• Your right to use the Service will immediately cease
• You may request export of your data within 30 days of termination
• Any outstanding fees owed will become immediately due
• Provisions that by their nature should survive termination will survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability

You may terminate your account at any time by contacting us at support@brawnpro.com or through your account settings.

12a. Reseller Program

BrawnPro offers a Reseller Program that allows agencies, consultants, and other businesses ("Resellers") to provision and manage BrawnPro accounts on behalf of their clients ("Client Accounts") under a single reseller subscription.

Account Responsibility

Resellers are fully responsible for all activity occurring under their reseller account and any Client Accounts they provision. By enrolling in the Reseller Program, you represent that you have obtained all necessary consents from your clients to create and manage accounts on their behalf.

Independent Contractor Status

Resellers are independent contractors of BrawnPro. Nothing in these Terms or the Reseller Program creates any partnership, joint venture, agency, franchise, employment, or fiduciary relationship between BrawnPro and any Reseller. Resellers have no authority to bind BrawnPro to any obligation, agreement, or representation. BrawnPro does not direct or control how Resellers operate their businesses, set their pricing, or manage their client relationships.

Per-Client Pricing & Fee Changes

Reseller plans include a base monthly fee plus a per-client charge for each active Client Account beyond the included count. BrawnPro reserves the right to adjust base fees, per-client rates, and add-on charges at any time with at least 30 days' written notice. Continued use of the Reseller Program after a fee change takes effect constitutes acceptance of the new pricing.

Add-On Services

Certain features — including but not limited to Photos & Blog Posting — are available as paid add-ons charged on a per-active-client basis. When BrawnPro enables an add-on for a Client Account managed under your reseller subscription, the corresponding fee will be added to your monthly invoice automatically. You are responsible for ensuring your clients are aware of and agree to any additional service charges you pass through to them.

Client Billing & Advance Payments

Resellers are solely responsible for billing their clients. BrawnPro has no payment relationship with Client Account end-users under the Reseller Program. The pricing you charge your clients is entirely at your discretion; BrawnPro makes no representations about minimum or maximum pricing you may set.

Reseller plans are billed on a monthly basis only. Resellers may not collect advance payments from clients — including prepaid annual or multi-month contracts — that exceed the Reseller's current monthly billing cycle with BrawnPro. If a Reseller cancels a Client Account for which the client has prepaid, the Reseller remains solely liable to that client for any refund obligations. BrawnPro bears no responsibility for disputes between Resellers and their clients arising from advance billing arrangements.

Taxes

Resellers are solely responsible for determining and fulfilling any applicable tax obligations arising from their own client billing relationships, including but not limited to sales tax, VAT, and income tax reporting. BrawnPro is not responsible for issuing tax forms (including IRS Form 1099) to Resellers, as BrawnPro does not pay compensation to Resellers — Resellers pay BrawnPro for platform access and bill their clients independently.

No Sub-Reselling

Resellers may not sub-license, resell, or transfer their reseller account or slot entitlements to another reseller or third-party platform without express written consent from BrawnPro.

White-Label

White-label branding is available exclusively on the Pro Reseller plan. Resellers on the Starter plan may not remove or obscure BrawnPro branding from client-facing interfaces.

Termination of Reseller Account

If your reseller account is terminated or lapses due to non-payment, all Client Accounts provisioned under your reseller umbrella will be suspended. BrawnPro will make reasonable efforts to notify affected client administrators before suspension, and affected clients may be offered the opportunity to migrate to a direct BrawnPro subscription to preserve their data.

Reseller Support Access

Resellers may perform limited account maintenance on behalf of their clients through the BrawnPro Reseller Support panel, including resetting PINs, updating basic business information, and managing user accounts. Resellers are expressly prohibited from accessing, exporting, viewing, or retaining any client business data including but not limited to customer records, financial data, invoices, estimates, communications, or any other operational data. Violation of this restriction may result in immediate termination of the reseller account.

13. Changes to Terms

We reserve the right to modify or replace these Terms at any time at our sole discretion. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect via email or in-app notification. By continuing to access or use the Service after those revisions become effective, you agree to be bound by the revised Terms.

It is your responsibility to review these Terms periodically. Your continued use of the Service following the posting of any changes constitutes acceptance of those changes.

14. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Washington, United States, without regard to its conflict of law provisions. Any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the state or federal courts located in the State of Washington, and you consent to the personal jurisdiction of such courts.

15. Dispute Resolution

Any dispute arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation. If the dispute cannot be resolved through negotiation within 30 days, either party may pursue binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, conducted in the State of Washington.

YOU AGREE THAT ANY ARBITRATION OR LEGAL PROCEEDING SHALL BE LIMITED TO THE DISPUTE BETWEEN YOU AND BRAWNPRO INDIVIDUALLY. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

16. Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

17. Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and BrawnPro regarding the use of the Service, superseding any prior agreements between you and us relating to the Service.

18. Contact Information

If you have any questions about these Terms of Service, please contact us at: