Groundbreaker Terms of Service

1. About these terms

These Terms of Service ("Terms") are an agreement between Groundbreaker Software LLC, a Georgia limited liability company ("Groundbreaker," "we," "us") and the business that signs up for Groundbreaker ("Customer," "you"). They cover:

• the Groundbreaker apps for iPhone and Android;
• the Manager Dashboard;
• Lead Finder;
• any related services (together, the "Service").

The person who accepts these Terms for a business confirms that they have authority to bind that business.

Groundbreaker is a business tool for outside sales teams. It is not meant for personal, family or household use, or for anyone under 18.

2. Definitions

• "Customer Data" means what you and your Users enter or upload, such as sites, visits, notes, photos, contacts, orders, follow-ups and spreadsheets.
• "User" means a person you allow to use the Service under your account: an owner, manager or rep.
• "Order" means the plan, number of Users, price and term you choose. You choose them on our pricing page, in a written quote, or at checkout.

3. Accounts, roles and users

• Your account has at least one owner. Owners and managers invite Users with invitations or invite codes, and can switch Users off.
• You are responsible for:
  • who you invite;
  • what your Users do in the Service;
  • keeping invite codes and passwords confidential.
• Tell us promptly at support@usegroundbreaker.com if you believe an account has been used without permission.
• If your account's only owner leaves, email us. We will verify the request before handing ownership to someone else at your business.

4. Your data

• You own Customer Data. We claim no ownership of it.
• Our use of it. You give us permission to host, copy, process and display Customer Data only as needed to provide, secure and support the Service. Some processing is done by the service providers named in our Privacy Policy.
• What we don't do. We do not sell Customer Data, and we do not use it for advertising. We do not share one customer's Customer Data with another customer.
• Privacy Policy. The Privacy Policy at usegroundbreaker.com/privacy explains what we collect and how long we keep it. It is part of these Terms. If your business needs a data processing addendum, email us.
• Export. Owners and managers can download Customer Data as spreadsheet (CSV) files at any time while the account is active.
• Your responsibility. You confirm that you have the rights needed to upload and use Customer Data in the Service, including project-lead lists you license from third parties (such as Dodge or Construction Wire exports) and the contact details of the people you meet. You will comply with the license terms of those lists.
• Backups. You are responsible for keeping your own copies of Customer Data you cannot afford to lose. The Service lets you export it at any time.

5. Our property

The Service belongs to us, including:

• the software;
• the design;
• the Groundbreaker name and logo;
• Lead Finder's methods and results.

We give you a limited, non-exclusive, non-transferable right to use the Service for your internal business during your subscription. Nothing in these Terms transfers ownership of the Service to you.

If you send us suggestions or feedback, we may use them without obligation to you.

6. Acceptable use

You and your Users will not:

• use the Service in a way that breaks the law, including laws on calls, texts and email to the people you contact (for example the TCPA and CAN-SPAM);
• upload data you have no right to use, or anything harmful, such as malware;
• try to reach another customer's data, or test or bypass the Service's security without our written permission;
• copy, resell, sublicense or reverse-engineer the Service, or use it to build a competing product;
• scrape the Service, or put unreasonable load on it;
• share one User's sign-in among several people.

7. Safe driving

Do not handle the phone while driving. Plan routes, log visits and drop pins by hand on the phone only while safely parked. On the Company plan, Groundbreaker in CarPlay is made to be used by voice in the car, including playing your brief: keep your eyes on the road, and pull over for anything else. Car Mode, widgets, Siri and CarPlay are designed to reduce handling the phone, not to permit it while the vehicle is moving. You are responsible for obeying traffic laws, including Georgia's hands-free law and the laws of every state where your Users drive. We are not responsible for accidents, injuries, fines or property damage connected with your Users' driving or their visits to sites.

8. Jobsites

Groundbreaker shows where sites are. It does not give anyone permission to enter a site. Your Users are responsible for:

• getting permission to enter;
• following site safety rules, PPE requirements and posted restrictions;
• obeying trespass laws.

9. Briefs, estimates and Lead Finder

The Service generates and estimates information. This includes:

• morning briefs;
• drive times and routes;
• matches to nearby sites;
• weather;
• news headlines;
• Lead Finder's detections of newly graded land and their acreage.

This information comes from your data, from third parties and from automated analysis, and it can be incomplete, late or wrong.

Lead Finder's results are estimates from satellite imagery. They are not proof that:

• a permit, project or contract exists;
• land is available;
• a particular company is involved.

Check important information before relying on it.

10. Third-party services

The Service works with services we do not control, including:

• Apple Maps, Google Maps and Waze;
• your calendar;
• HubSpot and Salesforce;
• the email and text providers named in our Privacy Policy.

Your use of those services is governed by their terms. If you connect HubSpot or Salesforce, you authorize us to send:

• visit notes and follow-ups;
• the names of the people and companies met.

They go to your own HubSpot or Salesforce account, under your own agreement with that provider.

We are not responsible for third-party services. We may change or stop an integration if the third party changes or stops its service. If you forward emails from another service to Groundbreaker, such as job alerts, you confirm that its terms allow you to, and you can stop at any time.

Job postings. Some features, such as who's hiring at the companies you watch, show job postings supplied by a third-party data provider. You may use them only within the Service, for your own business's sales, marketing or recruiting. You may not resell, sublicense or redistribute them as a dataset or feed, extract them in bulk, use them to build a competing data product, or give access to anyone who isn't one of your Users. These limits continue after your subscription ends.

11. Pilots, beta features and changes

• Pilots and beta features. Features marked beta, pilot or "in testing" are provided as they are. They may change or be withdrawn.
• Changes to the Service. We improve the Service over time. We will not make a change that materially reduces the core features of a paid plan during its current term.

12. Fees and payment

• Fees. Fees are per User for six months or for a year, paid up front, as stated in your Order, plus any add-ons such as Lead Finder metros.
• Renewal. Subscriptions renew automatically for the same term, six months or a year, unless an owner turns off auto-renewal on the Manager Dashboard before the renewal date. We email the account owner a reminder at least 30 days before a yearly renewal, and at least 14 days before a six-month renewal.
• Billing. Fees are billed in advance and are non-refundable except as these Terms say. Users added mid-term are charged pro rata for the rest of the term. A lower number of Users takes effect at the next renewal, and never below the number of Users active then.
• Taxes. Prices exclude taxes. You pay any sales, use or similar taxes except taxes on our income.
• Late payment. If a payment fails and is not made within 14 days, the account becomes read-only until it is paid. You can still export Customer Data while it is read-only.
• Price changes. Price changes take effect at your next renewal. We will give at least 30 days' notice.
• Setup services. There is no setup fee. If your Order includes optional setup services (importing your lists, drawing your territories and a training call for your Users), their one-time fee is stated in the Order. It is waived when the year is paid up front.
• Support. Support is included in the fees: by email at support@usegroundbreaker.com on business days, with a target of a reply within one business day, and calls on request. Customers with 25 or more Users get a named contact.
• Money-back guarantee. If the Service isn't right for your team, an owner may email support@usegroundbreaker.com within 30 days of the day your account opens for a full refund of your first plan. The guarantee applies once per Customer, to its first plan only. The refund includes any setup fee, and the subscription ends when it is refunded; section 13 ("After the end") then applies.

13. Term, suspension and ending

• Term. These Terms last as long as you use the Service.
• Cancelling. You may turn off auto-renewal at any time. Your subscription then ends at the end of the current paid term, and the Service works until then.
• Our right to end. We may suspend or end your access if:
  • you materially breach these Terms and do not fix the breach within 15 days of notice;
  • suspension is immediately necessary to protect the Service or other customers.
• After the end. You have 30 days to export Customer Data. After that we delete it, as described in the Privacy Policy.
• What survives. Sections 4, 5 and 14 to 20 survive the end of these Terms.

14. Confidentiality

Each party will keep the other's non-public business information confidential. Each party will use that information only to perform under these Terms. These duties do not cover information that is public, already known, independently developed or lawfully received from someone else.

15. Warranties and disclaimers

We will provide the Service with reasonable skill and care, and in line with our Privacy Policy.

Except as stated in these Terms, the Service is provided "as is" and "as available," to the extent the law allows. We disclaim all other warranties, including:

• merchantability;
• fitness for a particular purpose;
• non-infringement;
• uninterrupted or error-free operation.

16. Limitation of liability

To the extent the law allows:

• Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data.
• Each party's total liability under these Terms is limited to the fees you paid us in the 12 months before the claim arose.

The limit in item 2 does not apply to amounts you owe us, to your obligations under section 17, or to a party's fraud or willful misconduct.

17. Indemnification

You will defend and indemnify us against third-party claims arising from:

• Customer Data;
• your Users' use of the Service in breach of section 6, 7 or 8.

18. Governing law and disputes

These Terms are governed by the laws of the State of Georgia, without regard to conflict-of-law rules. Each party agrees to the exclusive jurisdiction of the state and federal courts in Fulton County, Georgia.

Before filing a claim, each party agrees to try for 30 days to resolve the dispute informally by written notice.

19. Apple App Store

These Terms are between you and us, not Apple.

• Responsibility. We, not Apple, are responsible for:
  • the app;
  • its maintenance and support;
  • any product warranty;
  • claims about the app, including product liability, legal compliance and intellectual property.
• Warranty. If the app fails to conform to a warranty, you may notify Apple, which may refund the app's purchase price, if any. Apple has no other warranty obligation.
• Your confirmations. You confirm that you are not located in a country subject to a U.S. embargo, and that you are not on a U.S. government restricted-party list.
• Third-party beneficiaries. Apple and its subsidiaries are third-party beneficiaries of these Terms and may enforce them against you.

20. General

• Changes to these Terms. We may update these Terms. We will give at least 30 days' notice of material changes, by email or in the Service. The new Terms apply from your next renewal unless you agree sooner.
• Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger or a sale of substantially all assets.
• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control.
• Entire agreement. These Terms, the Privacy Policy and your Order are the entire agreement. If they conflict, the Order controls, then these Terms.
• Severability. If a provision is unenforceable, the rest of these Terms stays in effect.

Contact

Groundbreaker Software LLC, Atlanta, Georgia. Email: support@usegroundbreaker.com.