Terms and Conditions

These Terms and Conditions ("Terms") are a binding contract between you and KodexApps, a division of Kinetx ("KodexApps," "we," "us," and "our"), for Brokee, the website at https://brokee.co, the desk, Brok AI, and related services (the "Service"). KodexApps operates Brokee. The company site is kodexapps.com. The Privacy Policy and the Accessibility page are incorporated by reference. If this document conflicts with a signed order form we both execute, the signed order form controls only for the commercial terms it actually changes.

By creating an account, clicking "I agree," or using the Service, you accept these Terms. If you do not agree, do not use the Service. If you use the Service for an organization, you represent that you have authority to bind that organization, and "you" includes that organization.

We may update these Terms by posting a revised version and changing the date above. For a material change, we will also send notice to the account email where we have one. The revised Terms apply from the stated date. If you keep using the Service after that date, you accept them. If you do not accept them, cancel and stop using the Service. We are not required to keep a prior version available.

You must be at least 18 years old and able to form a contract. The Service is a business tool for brokerages, teams, and agents. It is not for personal, family, or household use, and consumer-only statutes that apply solely to household transactions do not apply to the extent the law allows that result.

You are responsible for holding every license your real-estate activity requires, and for complying with brokerage policy, MLS rules, fair housing law, advertising rules, and the laws of each place where you practice. Brokee does not grant you a real-estate license and does not supervise your practice.

Brokee provides software that stores contacts, listings, transactions, and marketing activity, calculates critical dates from rules you supply, and lets authorized users ask Brok to look up and update that workspace. Features can change, and a feature shown on the marketing site may be added, limited, or removed.

We do not provide brokerage, legal, tax, lending, title, inspection, or appraisal services. We are not a party to your purchase agreements, leases, listing agreements, or agency relationships. Nothing in the Service is legal, financial, or real-estate advice. You are the professional of record for every client.

We may suspend the Service for maintenance, security, or capacity. We do not promise a particular uptime, response time, or backup frequency unless a separate written service agreement says otherwise. Beta and preview features are provided as available and may be withdrawn at any time.

Each user needs their own login. You will not share passwords or let another person use your seat. You are responsible for all activity under your accounts, including activity by people you invite and activity Brok takes because a user asked for it.

The owner of a workspace controls seats, roles, billing, and connected services. Owners can view member activity in that workspace. If a seat is removed, that person’s access ends. We are not responsible for an owner’s decisions about their team.

Tell us promptly at legal@brokee.co if you believe an account was accessed without permission. We may require a password reset, revoke sessions, or suspend an account to protect the Service or other customers. We may refuse a registration, or reclaim a workspace slug, that misleads others or infringes someone’s rights.

You keep ownership of the contacts, listings, transactions, files, messages, and other material you and your users submit ("Customer Content"). You grant Brokee a non-exclusive, worldwide license to host, copy, transmit, display, back up, and process Customer Content only as needed to provide, secure, and support the Service, to follow your instructions (including Brok actions), and to meet law. That license ends when the content is deleted, except for residual backup copies that expire on a rolling cycle and copies we must keep for legal, security, or billing reasons.

You represent and warrant that:

• You have all rights, notices, and consents required to submit Customer Content and to let us process it as described in the Privacy Policy.
• Customer Content, and your use of it, does not violate law, MLS rules, or anyone else’s rights, including privacy, publicity, and intellectual property rights.
• You will not submit card numbers, government identifiers, health information, or other sensitive data unless you accept the risk and have a lawful basis.

We have no duty to screen Customer Content. We may remove it or disable access if we believe it violates these Terms or the law, and we may preserve it when we reasonably believe the law or a dispute requires that. We are not liable for Customer Content, or for a good-faith removal.

You will not, and will not allow others to:

• Break the law, including fair housing, telemarketing, texting, email, privacy, and consumer-protection laws.
• Probe, scan, or breach the Service, or bypass a usage, role, or billing limit.
• Upload malware, interfere with other customers, or overload the Service.
• Use the Service to build, train, or improve a competing product, or to scrape data except through the features we provide for your own workspace.
• Misrepresent identity, affiliation, or consent, or send deceptive messages.
• Reverse engineer the Service except to the limited extent the law forbids this restriction.
• Use Brok or any output to make a decision about housing, credit, employment, or insurance without an independent human review that you document.

We may investigate violations and cooperate with law enforcement. We may suspend or terminate access immediately for a violation, for nonpayment, or where continued access creates legal or security risk.

Brok looks up the signed-in workspace and can file, update, and message when a user asks. Outputs are generated by third-party models. They may be inaccurate, incomplete, biased, or out of date, and similar prompts can produce different results. You must review every proposed change before you rely on it or send it to a client.

You are responsible for prompts, for the memories and rules you ask Brok to keep, and for confirming an action. An action Brok takes inside your permission is an action by you. Brokee is not responsible for a lost deal, a missed date, a wrong field, or a message sent because an output was wrong or because a user accepted it.

AI usage is metered and drawn from a prepaid balance where the product says so. Balances have no cash value, are not a bank deposit, are not transferable, and are non-refundable except where the law requires a refund. Unused balance may be forfeited when the account closes.

Prompts and the workspace context needed to answer them are sent to the model provider as described in the Privacy Policy. Do not include secrets or personal information you are not allowed to share with that provider.

Critical dates are arithmetic from the effective date, closing date, and rules stored on a transaction. A date a person types stays as typed. A calculated date is only as good as the inputs and the rule. Time zones, weekends, holidays, contractual definitions, and amendments can all change a real deadline. You must compare every date to the executed contract and your brokerage’s practice before you treat it as binding.

Forms pulled from Florida Realtors Form Simplicity, signature packets sent through DocuSign or Adobe Acrobat Sign, and any other document in the Service are copies or transmissions. Brokee does not draft your contract, does not decide whether a form is the current version, and does not guarantee that a signature was collected in a way that is enforceable in your jurisdiction. You are responsible for the document, the parties, and the legal effect.

If you send a text, email, or other outreach from the Service, you are the sender. You must have all consents and honor all opt-outs required by the Telephone Consumer Protection Act, the CAN-SPAM Act, state law, carrier rules, and your MLS or brokerage rules. A consent flag in Brokee is a record you maintain. It is not proof, supplied by us, that the recipient agreed.

Texts that use a KIT number are delivered by telecommunications providers (including Twilio and Telnyx) and billed as usage. Delivery is not guaranteed. Carriers may filter or block messages. Quiet hours, frequency, and content are your responsibility. You will not use the Service for emergency communications.

You will defend and hold harmless KodexApps from claims by recipients, carriers, regulators, or others arising out of messages, calls, or campaigns sent from your workspace, including claims that consent was missing or that content was unlawful or misleading.

MLS listings, public records, maps, rates, and other third-party data may be incomplete, delayed, or wrong. Your use of an MLS feed must follow that MLS’s license, which may restrict display, storage, and redistribution. You will not use MLS data beyond the rights your brokerage actually has. We can disconnect a feed if we believe the connection breaks those rules or our agreement with a vendor.

Google, Microsoft, Stripe, e-sign providers, Form Simplicity, KIT, and other connected services are third parties. Their terms govern your use of them. We are not responsible for their availability, accuracy, security, or charges. A failure or change by a third party is not a breach of these Terms by Brokee.

Paid use requires a subscription billed per seat at the price shown at checkout and in billing settings, plus usage charges for AI, text, and other metered features. Seats are billed for the period shown. Adding a seat increases the bill. Unless a screen says otherwise, subscriptions renew automatically until you cancel.

If a trial is offered, its length and what happens when it ends are shown at signup. A trial converts to a paid subscription unless you cancel before it ends. We may change prices or plan structure. The change applies at the next renewal after we give notice, or immediately for new purchases. Taxes are extra and are your responsibility. You will pay any tax we are required to collect.

You authorize Stripe to charge the payment method on file for renewal, added seats, usage, and taxes. If a charge fails, we may suspend the workspace until it succeeds. Fees already paid are non-refundable, including unused time on a seat, except where the law requires a refund or a separate writing says otherwise. You may cancel in billing settings. Cancellation stops future renewal. It does not refund the current period, and it does not erase unpaid amounts.

We may correct a billing error. Disputed charges must be raised within 30 days of the invoice or you waive the dispute to the extent the law allows.

The Service, including software, models of the interface, copy, design, and the Brokee and Brok names and marks, belongs to KodexApps and its licensors. These Terms give you a limited, revocable, non-exclusive, non-transferable right to use the Service for your internal brokerage operations while you are paid up and in compliance. No other rights are granted. You will not remove proprietary notices or use our marks without written permission.

If you send feedback or suggestions, you grant us a perpetual, irrevocable, royalty-free license to use them for any purpose without compensation or attribution. We have no duty to implement them.

Customer Content is confidential to your workspace. We will not disclose it except as the Privacy Policy, these Terms, your instructions, or the law allows. You will keep confidential any non-public information we provide about the Service, pricing not posted publicly, and security details.

Confidentiality duties do not cover information that is public through no fault of the receiver, was already known without a duty, is independently developed, or must be disclosed by law. A compelled disclosure will be limited to what is required, with notice to the other party where the law allows.

You may stop using the Service and cancel at any time. We may suspend or terminate access, in whole or in part, if you breach these Terms, fail to pay, create risk or possible legal exposure, or if we discontinue the Service. Where practical and lawful, we will give notice before a termination that is not for cause.

When access ends, your license ends. You should export records you need before closure. We may delete Customer Content after termination as described in the Privacy Policy. We have no obligation to keep or provide content after deletion, or if you are terminated for cause and the law does not require a copy. Sections that by their nature should survive — including content licenses for residual copies, fees owed, intellectual property, confidentiality, disclaimers, limitation of liability, indemnity, and dispute resolution — survive.

THE SERVICE, BROK, CALCULATED DATES, IMPORTED LISTINGS, DOCUMENTS, MESSAGES, AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT THE LAW ALLOWS, KODEXAPPS AND ITS SUPPLIERS DISCLAIM EVERY WARRANTY, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DATA WILL NOT BE LOST, THAT DEFECTS WILL BE CORRECTED, OR THAT OUTPUT WILL BE ACCURATE OR COMPLETE. YOU USE THE SERVICE AT YOUR SOLE RISK. SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. IN THOSE CASES, DISCLAIMERS APPLY TO THE MAXIMUM EXTENT THE LAW ALLOWS.

TO THE FULLEST EXTENT THE LAW ALLOWS, KODEXAPPS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COVER, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, USE, BUSINESS, CLIENTS, COMMISSIONS, OR DEALS, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

TO THE FULLEST EXTENT THE LAW ALLOWS, KODEXAPPS’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID KODEXAPPS FOR THE SERVICE IN THE THREE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US $100).

The cap in this section does not limit amounts you owe us, including fees and your indemnity obligations. The cap and the damage waiver allocate risk between you and KodexApps. The fees reflect that allocation. They apply collectively to KodexApps, Kinetx, and their suppliers, not individually so as to multiply the cap.

Nothing in these Terms excludes liability that cannot be excluded, including liability for death or personal injury caused by negligence where the law forbids that exclusion, or for fraud or willful misconduct. Where the law requires a higher floor, that floor replaces the cap only to that extent.

You will defend, indemnify, and hold harmless KodexApps, Kinetx, and their officers, directors, employees, contractors, and suppliers from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Customer Content; (b) your brokerage activity, listings, transactions, advice, or client relationships; (c) messages, calls, or campaigns sent from your workspace, including consent and content claims; (d) your MLS or other third-party licenses; (e) your breach of these Terms; or (f) a dispute between you and a client, another user, or a third party.

We may take exclusive control of the defense of a matter that could affect the Service or our rights, at our expense, without reducing your indemnity. You will not settle a claim in a way that admits fault by KodexApps, imposes a duty on KodexApps, or restricts the Service, without our prior written consent. This indemnity is not limited by the liability cap.

Informal notice. Before filing a claim, you will email legal@brokee.co with a short description, the relief you want, and your account email. We will do the same if we have a claim against you. The parties will try in good faith to resolve the dispute for 30 days after notice. Either party may seek temporary injunctive relief for misuse of intellectual property or unauthorized access without waiting 30 days.

Governing law. These Terms are governed by the laws of the State of Florida, excluding its conflict-of-law rules. The Federal Arbitration Act governs the arbitration agreement in this section, including its interpretation and enforcement.

Arbitration. Except for individual small-claims matters that qualify, and except for claims for injunctive relief to stop unauthorized use of the Service or intellectual property, any dispute arising out of these Terms or the Service will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration will be held in the State of Florida, or by video if both sides agree. The arbitrator may award any individual relief a court could award, and must follow these Terms, including the liability cap. The arbitrator’s decision is final, except for the limited review the Federal Arbitration Act allows.

Class waiver. YOU AND KODEXAPPS WAIVE ANY RIGHT TO A JURY TRIAL AND ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate claims or preside over any form of representative proceeding. If a court finds the class waiver unenforceable as to a particular claim, that claim will proceed in court and the rest will remain in arbitration.

Opt-out. You may opt out of arbitration and the class waiver by emailing legal@brokee.co within 30 days after you first accept these Terms. The email must come from your account address, include your name, and state that you opt out. Opting out does not affect any other part of these Terms, including the liability cap and Florida law.

If a dispute proceeds in court, you and KodexApps consent to the exclusive jurisdiction and venue of the state and federal courts located in the State of Florida, except that we may seek injunctive relief in any court of competent jurisdiction.

• Entire agreement. These Terms, the Privacy Policy, and any order form we both sign are the entire agreement. They replace prior oral or written discussions about the Service. A purchase order or vendor form you send does not change these Terms unless we sign it.
• Assignment. You may not assign these Terms without our written consent. We may assign them in connection with a reorganization, financing, or sale, or to an affiliate.
• Force majeure. We are not liable for delay or failure caused by events beyond our reasonable control, including outages of hosting, model, telecom, or payment providers, labor disputes, natural events, war, and government action.
• Export and sanctions. You will not use the Service if you are barred by sanctions or export law, and you will not use it in violation of those laws.
• Notices. We may notify you through the Service or at your account email. Notice is given when sent. You will notify us at legal@brokee.co.
• Waiver and severability. A failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be modified to the minimum extent required, and the rest will remain in effect.
• Relationship. The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, or fiduciary duty. Brokee is not your broker of record.
• Headings and interpretation. Headings are for convenience. "Including" means "including without limitation." The word "or" is not exclusive.

Legal notices: legal@brokee.co. Privacy requests: privacy@brokee.co.

Create an account only if you have read these Terms and agree to them.