Terms of Use

Botway NY, LLC ("Botway," "we," "us," or "our") provides an AI-powered leasing and brokerage operating system through web and mobile applications and related services (the "Services"). The Services are free unless otherwise agreed in writing between you and Botway.

Key points you should understand before using the Services:

• •Platform role: Botway is a technology platform and, by default, is not a party to transactions (leases/sales) between landlords/owners, tenants, buyers, sellers, brokers, agents, or other third parties. Brokerage/agency relationships, if any, arise only under separate written agreements and required disclosures.
• •No professional advice: The Services (including AI outputs) do not provide legal, financial, tax, or real-estate advice.
• •AI limitations: AI features can be inaccurate or incomplete and must not be the sole basis for high-impact decisions.
• •User responsibility: You are responsible for the accuracy and legality of listings and all content you upload and all actions you take based on the Services.
• •Availability: No guarantees of uptime, listings performance, lead conversion, or outcomes.
• •Liability cap: Fees paid in the last 12 months, or $0 if you paid nothing (to the maximum extent permitted by law).
• •Arbitration and class action waiver: Most disputes must be resolved by individual binding arbitration, with a class action waiver.

1. Acceptance of Terms

By accessing or using the Services (including the website, mobile applications, dashboards, APIs, and any related products or features), you agree to be bound by these Terms of Use (the "Terms"). If you do not agree, do not use the Services. If you are using the Services on behalf of an entity, you represent and warrant that you have authority to bind that entity, and "you" includes that entity.

You also agree to Botway's Privacy Policy at https://www.botway.ai/privacy-policy (the "Privacy Policy"), which is incorporated by reference into these Terms.

2. Description of Services

2.1 What Botway provides. Botway provides software that may help users manage leasing and brokerage workflows, including (without limitation) lead intake, communications, scheduling, property data management, status tracking, analytics, and AI-assisted features.

2.2 Free unless otherwise agreed. The Services are offered free of charge unless otherwise agreed in writing. Botway may offer paid tiers, paid features, subscriptions, usage fees, or enterprise agreements. If you purchase paid Services, additional terms may apply (including your order form, subscription terms, or enterprise agreement).

2.3 Privacy & data categories (summary). The Services may process the following categories of information, as further described in the Privacy Policy:

• •User data: name, email, phone number, account credentials, organizational role, support communications.
• •Property/workflow data: addresses, unit details, pricing, availability, photos/media, showing instructions, lead and tour status, communications.
• •Behavioral/technical data: device and log data, usage analytics, diagnostics, cookies, and similar technologies.

2.4 Cookies/tracking. Botway may use cookies, SDKs, pixels, log files, and similar technologies on web and in-app experiences for authentication, security, analytics, and product improvement, as described in the Privacy Policy.

2.5 App Store / Google Play access. If you download or access the app via the Apple App Store or Google Play, your use may also be governed by applicable store terms (including any "Standard EULA"/licensed application terms made available by the store provider) and billing rules for in-app purchases, as applicable.

3. Botway's Role

3.1 Technology platform; not a party to transactions. Botway is a technology platform. Botway is not a party to any lease, rental, purchase, sale, or other transaction between users and third parties, except to the extent Botway expressly enters into a separate written agreement stating otherwise.

3.2 Brokerage/agency relationship only by separate agreement. If Botway (or an affiliated licensed entity or licensed professionals utilizing the Services) provides brokerage or agency services in connection with a specific transaction, such services are provided only pursuant to separate written agreements and required disclosures applicable to that transaction. Nothing in these Terms creates an agency relationship, partnership, joint venture, or fiduciary relationship between you and Botway.

3.3 No professional advice. The Services and any Content (including AI outputs, analytics, estimates, suggestions, templates, and messages) are provided for informational and operational purposes only. Botway does not provide legal, financial, tax, insurance, or real estate advice. You are responsible for obtaining professional advice where appropriate.

3.4 No guarantees of outcomes. Botway does not guarantee leasing outcomes, pricing, performance, lead volume, conversion, tenant quality, occupancy, or any financial results.

4. User Accounts

4.1 Eligibility. You must be legally capable of entering into a binding contract to use the Services. If the Services are used for business purposes, you represent you are authorized to do so.

4.2 Registration and account security. You may be required to create an account. You agree to provide accurate, current information and to keep it updated. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. Notify us immediately of unauthorized access or suspected compromise.

4.3 Account deletion. Requests to delete your account and associated data can be made at https://www.botway.ai/account-deletion (and, where available, via in-app settings). Botway may retain certain information as required or permitted by law, for security, fraud prevention, dispute resolution, and compliance, as described in the Privacy Policy.

4.4 Demo access (App Review and testing). If the app requires login, Botway may provide demo or test access credentials for reviewers and/or testing in store submission materials or upon request. Such demo access may be limited, time-bound, or simulated.

5. User Responsibilities

5.1 You are responsible for your use. You are solely responsible for:

• •all decisions, actions, and inactions taken based on the Services (including AI outputs);
• •compliance with all applicable laws, rules, and regulations (including landlord-tenant laws, advertising rules, consumer protection laws, and fair housing/anti-discrimination laws);
• •ensuring that your use of data and communications through the Services is lawful and appropriately consented to.

5.2 Accuracy and rights to content. You represent and warrant that:

• •all information you submit (including property details, pricing, availability, media, and descriptions) is accurate and not misleading;
• •you own or have sufficient rights and permissions to upload and use your User Content (defined below);
• •your User Content and use of the Services do not infringe or violate any third-party rights or applicable law.

5.3 Fair housing and non-discrimination. You agree not to use the Services to discriminate unlawfully in housing-related activities and not to publish listings or communications that are discriminatory, indicate unlawful preference, or have unlawful discriminatory effect.

5.4 Security cooperation. You agree to cooperate with Botway's reasonable security requests, including implementing access controls and promptly removing access for departed personnel.

6. Listings and Transactions

6.1 Listings and transaction information. The Services may display or process listings, inquiries, applications, tours, and related transaction workflows. Botway does not independently verify all listing information and is not responsible for inaccuracies provided by users or third parties.

6.2 No escrow; no fiduciary handling unless explicitly agreed. Unless expressly agreed in writing, Botway does not hold funds in escrow, does not act as trustee, and does not assume fiduciary responsibilities for transaction performance.

6.3 Third-party and counterparty conduct. Botway is not responsible for the identity, conduct, or performance of tenants, landlords, buyers, sellers, agents, brokers, property managers, vendors, or other third parties.

7. AI Features and Disclaimers

7.1 AI features. The Services may include AI-powered features (the "AI Features"), including automated messaging, summarization, classification, recommendations, routing, and analysis.

7.2 AI limitations; not sole basis. AI Features may generate outputs that are inaccurate, incomplete, misleading, biased, or outdated. You agree that you will not rely on AI outputs as the sole basis for decisions that could affect legal rights, housing access, compliance obligations, financial commitments, or other significant outcomes.

7.3 Human review required. You are responsible for reviewing and validating AI outputs before use or communication to third parties. You are responsible for ensuring that your communications and decisions comply with applicable law, including fair housing obligations.

7.4 No liability for AI outputs. To the maximum extent permitted by law, Botway disclaims liability for decisions, outcomes, losses, or damages arising from or related to AI outputs, recommendations, automated actions, or failure of AI Features to perform as expected.

7.5 AI improvement and training. Subject to the Privacy Policy and any separate written agreement, Botway may use data (including User Content, usage data, prompts, outputs, and derived data) to operate, maintain, improve, evaluate, and develop the Services and AI Features, including through model training, fine-tuning, and safety/testing, and may generate aggregated or de-identified insights.

8. User Content & License Grant

8.1 Definitions. "User Content" means any content you or your authorized users upload, submit, transmit, or make available through the Services, including property information, listings, photos, videos, text, documents, messages, inquiries, and feedback.

8.2 Ownership. As between you and Botway, you retain your ownership rights in User Content, subject to the licenses granted in these Terms.

8.3 License to Botway (broad; includes AI). You grant Botway, its affiliates, and its service providers a worldwide, royalty-free, irrevocable, perpetual, sublicensable, and transferable license to host, store, cache, use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly display, publicly perform, and otherwise exploit User Content:

• •to provide and operate the Services;
• •to improve, develop, and enhance the Services (including AI Features);
• •to create, use, and commercialize aggregated and/or de-identified data, insights, benchmarks, analytics, and models derived from User Content and your use of the Services; and
• •to enforce these Terms and protect the integrity and security of the Services.

8.4 Feedback. If you provide suggestions, ideas, or feedback, you grant Botway a perpetual, irrevocable, sublicensable right to use it without compensation or obligation.

8.5 Removal. Botway may remove or disable access to User Content at any time in its discretion, including for policy violations, legal compliance, or risk management.

9. Fees and Payments

9.1 Free unless otherwise agreed. Many features may be free. If any portion of the Services is offered for a fee, Botway will disclose pricing and billing terms at purchase, via an order form, subscription plan description, or in-app purchase flow.

9.2 In-app purchases and subscriptions. If the Services offer subscriptions or digital features purchased through the Apple App Store or Google Play billing:

• •your purchase will be processed by the store provider, and your payment relationship may be with the store provider;
• •cancellation and refund rules may be governed by the store provider's policies and applicable law;
• •subscriptions may auto-renew unless canceled in accordance with the store provider's subscription management tools and applicable terms.

9.3 Other payment methods. If you purchase paid Services outside the app stores (e.g., invoicing, ACH, credit card via a payment processor), you authorize Botway (or its payment processor) to charge your selected payment method. Fees are non-refundable unless otherwise required by law or expressly stated in writing.

9.4 Taxes. You are responsible for applicable taxes, duties, and governmental assessments, except where Botway is required to collect and remit them.

10. Third-Party Services

10.1 Third-party integrations. The Services may integrate with or connect to third-party platforms and services ("Third-Party Services"), including (by way of example) tour scheduling providers (e.g., ShowMojo), application/screening systems (e.g., RESoft), MLS-related tools, communications providers, analytics providers, identity services, and payment processors.

10.2 No responsibility for Third-Party Services. THIRD-PARTY SERVICES ARE PROVIDED BY THIRD PARTIES. BOTWAY DOES NOT CONTROL AND IS NOT RESPONSIBLE FOR THIRD-PARTY SERVICES, INCLUDING THEIR AVAILABILITY, SECURITY, ACCURACY, PERFORMANCE, OR TERMS. Your use of Third-Party Services is at your own risk and may be subject to third-party terms and privacy policies.

10.3 Data shared with Third-Party Services. If you enable Third-Party Services, you authorize Botway to share data as needed to provide the integration, consistent with the Privacy Policy and applicable agreements.

11. Prohibited Uses

You agree not to (and not to permit others to):

• •use the Services for unlawful, fraudulent, discriminatory, deceptive, or harmful purposes;
• •violate fair housing/anti-discrimination laws through listings, communications, targeting, screening, or preferences;
• •upload content that is false, misleading, infringing, defamatory, obscene, or otherwise unlawful;
• •scrape, crawl, harvest, or collect data from the Services using automated means without Botway's prior written consent;
• •reverse engineer, decompile, disassemble, or attempt to derive source code, models, or underlying components, except to the extent such restriction is prohibited by law;
• •interfere with or disrupt the Services, security, or integrity (including introducing malware, probing, scanning, or testing vulnerabilities without authorization);
• •access another user's account or data without authorization;
• •use the Services to build or train competitive models or services except as expressly permitted by a separate written agreement with Botway.

12. Termination

12.1 Termination by you. You may stop using the Services at any time and may request account deletion as described in Section 4.3.

12.2 Termination or suspension by Botway. Botway may suspend or terminate your access to all or part of the Services at any time, with or without notice, for any reason, including suspected violations of these Terms, security concerns, legal compliance, or risk management.

12.3 Effect of termination. Upon termination, your right to use the Services ceases. Sections that by their nature should survive termination (including licenses, disclaimers, limitation of liability, indemnification, and dispute resolution) will survive.

13. Disclaimers of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES (INCLUDING ALL CONTENT, AI OUTPUTS, AND THIRD-PARTY INTEGRATIONS) ARE PROVIDED "AS IS" AND "AS AVAILABLE." BOTWAY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT.

BOTWAY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY OUTCOMES (INCLUDING LEASING RESULTS, PRICING, OR LEAD PERFORMANCE) WILL BE ACHIEVED.

14. Limitation of Liability

14.1 Exclusion of damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL BOTWAY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, LOSS OF RENT, VACANCY LOSSES, LOSS OF BUSINESS, LOSS OF GOODWILL, LOSS OF DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF BOTWAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2 Liability cap (dual cap; free-service optimized). TO THE MAXIMUM EXTENT PERMITTED BY LAW, BOTWAY'S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED:

• •THE TOTAL AMOUNT OF FEES YOU PAID TO BOTWAY FOR THE SERVICES IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR
• •IF YOU PAID NO FEES TO BOTWAY IN THAT PERIOD (OR EVER), ZERO DOLLARS ($0),

WHICHEVER LIMIT PROVIDES GREATER PROTECTION TO BOTWAY.

14.3 Basis of the bargain. You agree that the disclaimers and limitations of liability in these Terms are a fundamental basis of the bargain between you and Botway, particularly where the Services are provided free of charge.

14.4 Limitations. Some jurisdictions do not allow certain limitations of liability. In those jurisdictions, Botway's liability will be limited to the maximum extent permitted by law.

15. Indemnification

You agree to defend, indemnify, and hold harmless Botway, its affiliates, and their respective officers, directors, employees, contractors, agents, successors, and assigns from and against any claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• •your use of the Services;
• •your User Content (including property listings, media, descriptions, and communications);
• •your alleged violation of any law (including fair housing/anti-discrimination laws), regulation, or third-party rights;
• •disputes between you and any third party (including tenants, landlords, buyers, sellers, agents, brokers, or vendors);
• •any use of AI outputs by you, including decisions made or communications sent based on AI outputs.

Botway may assume the exclusive defense and control of any matter subject to indemnification (at your expense), and you agree to cooperate.

16.1 Informal resolution first. Before initiating arbitration or litigation, you agree to first send a written notice of the dispute ("Notice of Dispute") to privacy@botway.ai (or another designated address we provide), describing the nature of the dispute and the relief sought. The parties will attempt in good faith to resolve the dispute within 30 days.

16.2 Binding individual arbitration. If we cannot resolve the dispute informally, you and Botway agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be resolved by binding arbitration on an individual basis, except as provided in Sections 16.3 and 16.4.

16.3 Exceptions. Either party may bring:

• •claims in small claims court if they qualify; and
• •claims seeking injunctive or equitable relief for alleged misuse, infringement, or misappropriation of intellectual property or unauthorized access to the Services.

16.4 Arbitration administrator; rules; FAA. The arbitration will be administered by the American Arbitration Association (AAA) under its applicable rules (including consumer rules where applicable). The Federal Arbitration Act governs this arbitration provision.

16.5 Location; format. The arbitration will be conducted in New York County, New York, unless the parties agree otherwise. The arbitrator may conduct proceedings by video, phone, or based on written submissions, as permitted by the applicable rules.

16.6 No class actions; waiver. YOU AND BOTWAY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF CLASS OR REPRESENTATIVE PROCEEDING.

16.7 Severability of class waiver. If a court determines that Section 16.6 is unenforceable for a particular claim and that claim may proceed on a class or representative basis, then (a) that claim will be litigated in a court of competent jurisdiction, and (b) the remaining claims will proceed in arbitration, to the extent permitted by law, and (c) the parties agree to stay the class/representative litigation portion pending completion of the arbitration of individual claims.

16.8 Opt-out. You may opt out of arbitration by sending Botway written notice within 30 days of first accepting these Terms, stating your name, account email, and your intent to opt out. If you opt out, disputes will be resolved as described in Section 17.

17. Governing Law

Except to the extent governed by federal law (including the Federal Arbitration Act), these Terms and any dispute arising out of or relating to these Terms or the Services are governed by the laws of the State of New York, without regard to conflicts of law principles. Subject to Section 16, you and Botway agree to exclusive venue and jurisdiction in the state and federal courts located in New York County, New York for any permitted court proceedings.

18. Changes to Terms

Botway may update these Terms from time to time. We will post updated Terms with a new "Last Updated" date. If changes are material, we may provide additional notice as required by law. By continuing to use the Services after updated Terms become effective, you agree to the updated Terms.

California Privacy Notice (CCPA/CPRA) and Do Not Sell or Share

If you are a California resident and the CCPA/CPRA applies to Botway's processing of your personal information, you may have rights to access/know, delete, correct, opt out of sale/sharing, limit use of sensitive personal information, and non-discrimination for exercising rights. Requests may be submitted via privacy@botway.ai and/or https://www.botway.ai/privacy-choices. If Botway sells or shares personal information as defined by California law, Botway will provide a "Do Not Sell or Share My Personal Information" mechanism through the Privacy Choices link above.

Sources

Primary/official references used to model structure and store compliance:

• •NY SHIELD Act (reasonable safeguards overview): https://ag.ny.gov/resources/organizations/data-breach-reporting/shield-act
• •NY Real Property Law § 443 (agency/fiduciary definitions and disclosures): https://www.nysenate.gov/legislation/laws/RPP/443
• •California Privacy Protection Agency (CCPA/CPRA rights overview): https://privacy.ca.gov/california-privacy-rights/rights-under-the-california-consumer-privacy-act/
• •California Civil Code § 1798.135 (Do Not Sell or Share link requirement): https://law.justia.com/codes/california/code-civ/division-3/part-4/title-1-81-5/section-1798-135/
• •Apple App Review Guidelines (privacy policy + demo account + IAP/subscription rules): https://developer.apple.com/app-store/review/guidelines/
• •Apple App privacy details (third-party SDK disclosure responsibility): https://developer.apple.com/app-store/app-privacy-details/
• •Google Play User Data policy (privacy policy URL + in-app link + non-geofenced/non-PDF requirements): https://support.google.com/googleplay/android-developer/answer/10144311?hl=en
• •Google Play account deletion requirements (in-app path + web link resource): https://support.google.com/googleplay/android-developer/answer/13327111?hl=en
• •Google Play subscriptions policy notes (cancellation access expectations): https://support.google.com/googleplay/android-developer/answer/9900533?hl=en
• •Apple Media Services Terms (Standard EULA + Apple third-party beneficiary concept): https://www.apple.com/legal/itunes/us/terms.html