Terms & Conditions

Updated: March 31, 2025

Introduction and Acceptance of Terms

Welcome to DealTrail, a service provided by Michael Ventures LLC (d/b/a DealTrail) (“DealTrail,” “we,” “us,” or “our”). These Terms and Conditions (“Terms”) govern your access to and use of DealTrail’s technology and marketing platform, products, and services. By registering for, accessing, or using any DealTrail website, application, or service (collectively, the “Services”), you (“Client,” “User,” or “you”) agree to be bound by these Terms. If you do not agree, you must not use the Services. These Terms form a binding legal agreement between you and DealTrail.

Important: DealTrail’s owner is a licensed real estate broker in California, but DealTrail does not engage in real estate brokerage or provide legal real estate services. Nothing in these Services constitutes legal, financial, or real estate advice. By using DealTrail, you acknowledge this clear separation and agree that no broker-client or attorney-client relationship is created.

Definitions

For purposes of this Agreement, the following terms have the meanings below:

“Services” – The suite of technology and marketing services provided by DealTrail, including software-as-a-service (SaaS) platforms, lead generation, customer relationship management (CRM) tools, marketing automation, white-labeled websites, consulting, implementation, and related offerings described in Section 3.
“Client” or “User” – The person or legal entity (e.g., real estate agent, brokerage, team, or enterprise) who has registered for or is using the Services.
“Leads” – Any real estate consumer or prospect information (such as names, contact information, inquiries, or other data) provided to you through the Services, whether generated by DealTrail, obtained from third-party sources, or uploaded by you.
“Affiliate” – An entity that controls, is controlled by, or is under common control with a party, or any third-party business partner in an affiliate marketing arrangement. (Note: This definition is for interpretive purposes; see Section 10 regarding affiliate marketing structures.)
“Platform” – DealTrail’s hosted software platform, websites, applications, and related technology infrastructure that we operate for providing the Services.

Other capitalized terms may be defined elsewhere in these Terms. Any references to “including” or “e.g.” are illustrative and do not imply limitation.

Scope of Services

DealTrail serves as a technology and marketing partner for real estate professionals. Our Services may include, but are not limited to:

Lead Generation: Providing or facilitating real estate leads and prospect data through proprietary methods and third-party platforms. This can involve online advertising campaigns, landing pages, social media marketing, and other strategies to capture buyer/seller inquiries. All leads are provided on an “as-is” basis with no guarantee of success.
CRM and Marketing Automation: Access to a cloud-based CRM system and automation tools for managing contacts, tracking leads, sending emails/SMS, and scheduling follow-ups. These tools may be offered under a subscription-based SaaS model.
White-Labeled Web Platforms: Deployment of personalized or white-labeled websites, landing pages, or other web applications for your business (e.g. agent websites or property listing sites). Unless otherwise agreed, DealTrail will host and manage these platforms (see Section 5).
Campaign Consulting: Consulting and advisory services on marketing campaigns, advertising strategies, sales funnels, and lead conversion techniques. This may include one-time strategy sessions or ongoing coaching.
Business Process Implementation: Assisting with integrating DealTrail’s tools into your business processes, including setting up workflows, templates, and best practices for client follow-up, and providing training to your team.
Affiliate Marketing & Referrals: In some cases, DealTrail may recommend third-party products or services (such as software integrations, advertising channels, or vendors) and could earn affiliate commissions or referral fees if you choose to use those services. (See Section 10 regarding third-party services and affiliates.)
Delivery of Services: Services may be provided through different pricing models: (a) Subscription SaaS (e.g., monthly or annual software access fees); (b) One-Time Fees for specific projects or consulting engagements; or (c) Affiliate/Performance Structures, where compensation is via referral fees or commission-sharing arrangements. The specific services you receive and fees you pay will be as agreed in a separate order form, proposal, or checkout process. All Services are subject to these Terms regardless of payment structure.

No Real Estate Brokerage or Legal Services

DealTrail is not a real estate brokerage, agent, law firm, or financial advisor, and does not provide legal, brokerage, or other licensed professional services. You acknowledge and agree to the following:

No Agency Representation: Using DealTrail does not make DealTrail or its personnel your real estate agent or broker. We do not represent buyers, sellers, landlords, or tenants in real estate transactions, and we do not negotiate, list, or sell real property on your behalf. Any decisions or contracts regarding real property are solely between you and the other parties to the transaction.
No Legal or Financial Advice: DealTrail does not provide legal advice or opinions, tax advice, or investment advice. Any information, templates, or materials provided (for example, sample messaging scripts or marketing advice) are for general informational purposes only and are not a substitute for professional advice. You should consult qualified attorneys, brokers, or advisors for any legal, compliance, or real estate transaction questions.
Licensed Broker Role: The fact that DealTrail’s owner or staff may hold real estate broker licenses does not alter the nature of Services. All Services are provided strictly as technology and marketing support. No fiduciary duty or brokerage duty is created by your use of the Services, and you agree that you will not treat DealTrail as your broker or agent in any real estate transaction.
Independent Service: DealTrail’s role is limited to providing the technology platform and marketing tools described in these Terms. We assume no responsibility for any decisions you make or actions you take in your real estate business, even if influenced by information or tools from our Services. You are solely responsible for your business operations, transactions, and compliance with the laws governing your profession.
No Brokerage Compensation or Referral Fee Oversight: DealTrail is not involved in the negotiation or payment of any commissions, referral fees, or other compensation you may receive or owe in the course of real estate transactions. If you enter into referral agreements or co-brokerage deals with other professionals (including any connections made through DealTrail’s platform), DealTrail is not a party to those agreements and has no liability to pay or enforce any such fees. Ensuring compliance with state and local laws on referral fees or broker-to-broker payments is your responsibility alone.

By using the Services, you explicitly acknowledge the above and agree that you will not hold DealTrail accountable for performing real estate broker duties, providing legal counsel, or achieving any particular result in a property transaction.

Account Registration and Client Eligibility

Eligibility: The Services are intended for use by real estate industry professionals (such as licensed real estate agents, brokers, brokerage firms, real estate teams, marketers, and related enterprises). However, DealTrail does not impose formal restrictions on who may sign up, aside from legal capacity. By registering or using the Services, you represent and warrant that:

You are at least 18 years of age, or the age of majority in your jurisdiction, and legally capable of entering into contracts.
If you are signing up on behalf of a company or organization, you have the authority to bind that entity to these Terms, and “you” as used in these Terms includes that entity.
You will use the Services for business purposes (e.g., in connection with real estate or marketing activities) and not as a consumer for personal, family, or household purposes.
All information you provide to us during sign-up or in your account (“Registration Data”) is truthful, accurate, and up-to-date, and you will maintain the accuracy of such information.

Account Security: You may need to create an account with a username and password to access certain Services. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. Do not share your account credentials with others. If you suspect unauthorized use of your account or a security breach, you must notify DealTrail immediately. We are not liable for any loss or damage arising from unauthorized use of your account, and you agree to indemnify us for any improper or illegal use of your account by you or anyone obtaining access through you (see Section 14 on Indemnification).

Account Management: We reserve the right to refuse service, terminate accounts, or restrict access at our discretion if we believe a user is violating these Terms or poses a risk to the platform or other users. You are responsible for any third-party usage of the Services via your account or on your behalf, and ensuring such third parties (e.g., your employees or agents) comply with these Terms.

Platform Hosting and Maintenance

Unless otherwise agreed in a separate writing, DealTrail will host, manage, and maintain all software platforms and websites provided as part of our Services:

Hosting and Uptime: DealTrail (or its third-party hosting providers) will operate the servers and backend infrastructure that support the Services. We strive to provide reliable and continuous service availability. However, no platform can guarantee 100% uptime, and we may experience occasional outages, downtime, or technical issues. Service availability is provided “as is” without warranty, and we are not liable for any downtime or data loss, except as otherwise required by law (see Section 13 for Warranty Disclaimers and Section 15 for Limitation of Liability).
Maintenance and Updates: DealTrail may perform routine maintenance, upgrades, or deploy updates to the Platform from time to time. Some of these updates may occur automatically or require a temporary suspension of Services. We will endeavor to schedule maintenance during off-peak hours and to provide advance notice for planned downtime, but cannot guarantee prior notice for emergency updates or outages. You acknowledge that the Platform may change over time, and features or functionality may be added, modified, or removed.
Managed Services: Because DealTrail manages the platform environment, Clients typically will not have direct server or back-end access. Your access will be limited to the user interfaces, dashboards, and configuration options provided through the Service. Do not attempt to bypass security or access restrictions to obtain underlying software or data. If you require a self-hosted or on-premise solution, or export of your data, you must arrange this with us in writing (additional fees or terms may apply).
Third-Party Infrastructure: DealTrail utilizes reputable, enterprise-grade infrastructure and software solutions to deliver the Services (e.g., cloud hosting providers, communication APIs, etc.). These systems include built-in features intended to support compliance and security (for example, opt-out mechanisms in messaging, contact management tools, access controls, etc.). However, DealTrail makes no guarantee that such features will operate without error or will by themselves ensure your compliance with all laws (see Section 9 on compliance responsibilities). Use of the Services remains at your own risk and subject to all disclaimers herein.

Fees, Billing, and Refunds

Fees and Payment: To the extent the Services or any portion of them are offered for a fee, you agree to pay all applicable fees as described in your order form, subscription plan, or invoice. Fees may include subscription charges (e.g., monthly SaaS fees), one-time setup or implementation fees, usage-based charges, or affiliate commissions structure as communicated to you. All fees are stated and must be paid in U.S. Dollars, and are non-refundable unless otherwise specified herein or required by law.

Auto-Renewal: If you subscribe to a recurring Service (e.g., monthly or annual software access), your subscription will automatically renew at the end of each billing cycle unless you cancel prior to the renewal date. By providing a payment method, you authorize DealTrail to charge the applicable fees to that payment method at each renewal. You are responsible for keeping your payment information current and for all charges incurred.

Cancellation: You may cancel a subscription Service by providing any required notice of cancellation (check your specific plan terms for notice period, e.g., 30 days before renewal). If you cancel, you will continue to have access to the Service until the end of your paid term, unless we agree otherwise. No refunds or credits will be issued for partial periods or unused features if you cancel mid-term, except at our sole discretion or where required by law.

Late Payments: If your payment method fails or your account is past due, we reserve the right to suspend or terminate your access to the Services, and to charge any applicable late fees or interest at the maximum rate allowed by law. You will be responsible for any costs of collection (including reasonable attorneys’ fees) incurred by us in seeking to collect overdue amounts.

No Chargebacks without Cause: If you dispute a charge with your bank or credit card (chargeback) without a valid basis (e.g., fraud or misuse of your payment method by an unauthorized party), and the chargeback is ruled in our favor, we reserve the right to terminate your account and pursue the amount owed (plus any fees imposed on us by the payment processor) through legitimate means. If you have a billing issue, please contact us to resolve it rather than initiating a chargeback.

Taxes: Our fees do not include any taxes, levies, or duties (such as sales tax, VAT, GST, etc.) that may be applicable. You are responsible for any such taxes under law. If we are required to collect taxes, we will itemize them on your bill and you agree to pay them. We will not collect taxes on our income; this only refers to transactional taxes related to your purchase of Services.

Changes to Fees: DealTrail may modify its fees or introduce new charges for new features by providing you notice (for example, by email or via the platform) at least 30 days in advance. Fee changes will generally apply only at the start of your next billing cycle or new service term, so you have the opportunity to cancel if you do not agree. Continued use of the Service after the effective date of a fee change constitutes your agreement to the new fees.

Lead Generation Services and Disclaimer

If you receive any lead generation or lead data services from DealTrail (including any Leads provided to you via our platform or services), the following terms apply:

Sources of Leads: DealTrail may generate or obtain Leads through various methods, including our proprietary marketing campaigns, partnerships with third-party lead providers, public records or databases, social media or advertising platforms, and data you upload or provide. We may also enhance or verify lead information with third-party data services. We do not guarantee the source of each individual lead will be disclosed, but we will adhere to our Privacy Policy and applicable law in the collection and sharing of lead data.
Leads Provided “As-Is”: All Leads and related data are provided “AS IS” and “AS AVAILABLE,” without any warranties as to completeness, accuracy, timeliness, validity, or quality. DealTrail makes no representation or warranty that any Lead information is correct, up-to-date, or that the lead has any genuine interest in buying or selling real estate. For example, a lead’s contact information may be outdated or inaccurate, and any stated preferences or inquiry details may not be reliable.
No Guarantee of Conversion or Results: DealTrail does not guarantee that any Leads will result in successful contacts, engagements, sales, closings, commissions, or any business transaction. You acknowledge that lead quality and conversion rates are outside of DealTrail’s control. Many factors influence whether a lead converts into a client or sale (including your own follow-up practices, market conditions, the lead’s intent, etc.), and you assume all risks associated with pursuing Leads. Past performance in lead conversion (yours or other clients’) is not indicative of any future results.
Potential Inaccuracies: Some Leads may contain incorrect, fraudulent, or misleading information. For instance, individuals might provide false names or contact details, or express interest with no intent to follow through. DealTrail does not individually verify each Lead’s identity or interest. You are solely responsible for verifying the accuracy and legitimacy of a Lead before investing significant time or resources or before relying on such Lead for any business outcome.
No Endorsement or Vetting: DealTrail is not endorsing or certifying any Lead as a bona fide buyer or seller. We are simply passing along information gathered via marketing efforts or provided by third parties. It is your responsibility to conduct due diligence (e.g., contact the person, confirm their needs, qualify their financial ability, etc.) before treating any Lead as a prospective client.
Lead Usage and Restrictions: Leads provided to you are intended for your internal business use only. Unless expressly permitted by DealTrail in writing, you may not resell, trade, or share the leads or their contact information with any third party (other than members of your own team or organization). You agree to use Lead information in compliance with all applicable privacy and data protection laws (see Section 10 and Section 11 on Data Use and Compliance). If you determine a Lead was obtained in violation of any law or a third party’s rights, you must notify us and refrain from using that Lead.
No Warranty on Volume or Exclusivity: DealTrail does not promise any particular volume of leads, unless explicitly stated in a separate service agreement. Any quantities discussed are estimates. Unless otherwise specified, leads are not guaranteed to be exclusive to you – the same consumer inquiry might be provided to multiple professionals. We will not knowingly sell the exact same lead data to competing clients in a manner that breaches our agreements, but consumers are free to contact or engage others.
Lead Replacement Policy: DealTrail may, in its discretion, replace or credit back leads that are found to be invalid (e.g., disconnected numbers or non-existent persons) if you report them within a specified timeframe (such as 7 days of receipt). However, we are not obligated to do so unless a formal policy or agreement guarantees it. Other than such voluntary replacements, no refunds or credits will be given for leads that do not convert or that you deem unsatisfactory.
Your Acknowledgment: By using our lead generation services, you acknowledge and agree that you understand the limitations and disclaimers above. You expressly assume full responsibility for contacting and handling Leads and waive any claims against DealTrail for the quality or outcome of Leads. In other words, your use of Leads is at your own risk, and you accept that DealTrail’s role is solely to provide the data without any guarantee.

Client Responsibilities and Compliance with Laws

You agree to use DealTrail’s Services in a lawful, ethical, and responsible manner. You are solely responsible for compliance with all laws and regulations that apply to your use of the Services and your marketing, communications, and business activities. This includes, but is not limited to:

Real Estate Licensing Laws: If you are a licensed real estate professional, you must comply with all applicable licensing laws and regulations in your jurisdiction. DealTrail is not responsible for monitoring your licensing compliance. You must ensure that any advertising or solicitation you conduct via the Services (such as sending marketing materials or creating web content) meets your state’s real estate commission rules (e.g., proper identification of brokerage, licensee name, disclosures, etc.).
Telemarketing and SMS Laws (TCPA): When using DealTrail to send text messages or make calls, you must follow the U.S. Telephone Consumer Protection Act (TCPA) and associated FCC regulations, as well as any state telemarketing laws. This means, without limitation:
- You must obtain prior express written consent from recipients before sending any autodialed or pre-recorded telemarketing calls or SMS messages to their cell phones. You are responsible for retaining proof of such consent.
- You must honor all Do-Not-Call (DNC) requests and maintain an internal DNC list. If a consumer asks not to be contacted, you must immediately cease messaging them.
- Your messages must include any legally required identification and opt-out language (e.g., “Reply STOP to opt-out”). Marketing calls must not use pre-recorded messages without consent, and must adhere to calling hour restrictions.
- You acknowledge that violations of the TCPA can result in severe penalties (statutory damages of $500 to $1,500 per violation) and you agree that you, not DealTrail, are fully responsible for any such liability due to your conduct.
Email Marketing Laws (CAN-SPAM Act): If you send bulk or commercial emails using the Services, you must comply with the CAN-SPAM Act and similar laws. This includes:
- Not sending emails to people who have not opted-in or with whom you do not have a prior business relationship (unless otherwise allowed by law).
- Honest subject lines and sender identification: Your emails must not have deceptive subject lines and must clearly identify you as the sender. You must include a valid physical postal address in the email (as required by CAN-SPAM).
- Opt-Out Mechanism: Every marketing email must include a clear and functioning unsubscribe mechanism (e.g., an “Unsubscribe” link). If someone opts out, you must honor it within 10 business days and not send further emails to that recipient.
- Not harvesting emails or sending to purchased lists unless the data was acquired in a manner that complied with consent requirements.
Privacy and Data Protection Laws: You must comply with all privacy laws applicable to your use of the Services and your interactions with individuals. This may include the California Consumer Privacy Act (CCPA) if you deal with California consumer data, the EU General Data Protection Regulation (GDPR) if you handle personal data of EU residents, and other federal or state laws concerning personal information. Key obligations include:
- Providing necessary privacy notices to individuals whose data you collect (if you are collecting data directly).
- Implementing appropriate safeguards for personal data you obtain.
- Honoring any data subject rights that apply (such as deletion requests) if required by law.
- Not using the Services to collect sensitive personal data unless you have a legitimate need and proper consent under law, and the Services are designed for that (generally, they are not).
Content and Conduct Rules: You are responsible for all content and materials you create, upload, or distribute using DealTrail. You agree not to use the Services to:
- Engage in any unlawful, fraudulent, or deceptive activities. This includes false advertising, impersonation, making false claims, or any activity that would violate consumer protection or unfair competition laws.
- Post or send content that is defamatory, obscene, harassing, threatening, or that violates the intellectual property or privacy rights of others.
- Transmit any viruses, malware, or harmful code, or do anything that could damage or interfere with the operation of the platform or the devices of recipients.
- Spam or abuse our systems or any third-party systems. This means you won’t use our Services to send mass unsolicited communications outside of the contexts allowed.
Regulatory Compliance: In addition to marketing laws, you agree to comply with any other laws and regulations applicable to your industry and jurisdiction. For real estate professionals, this could include RESPA (Real Estate Settlement Procedures Act) if you are involved in referrals or joint advertising, fair housing laws in advertising, and record-keeping requirements for communications. DealTrail is not responsible for informing you of every law—you must know the rules that apply to you.
Enterprise-Grade Compliance Features; Your Responsibility: DealTrail’s platform includes features intended to assist with legal compliance, but these tools are provided as a convenience and do not guarantee compliance. You must configure and use them correctly and still ensure you meet legal requirements. DealTrail does not assume liability for your failure to comply with laws, even if you used our provided tools.
Monitoring and Enforcement: DealTrail does not assume an obligation to monitor your communications or content, but we reserve the right to review and take action if we become aware of potential violations. This may include suspending your access, removing offending content, or cooperating with law enforcement. We may also impose usage limits to protect our platform and others.
Your Indemnification of DealTrail: It is crucial to understand that you will be solely liable for any fines, penalties, or damages (including statutory damages and attorneys’ fees) that arise from your violation of laws in connection with your use of the Services. You agree to indemnify and hold DealTrail harmless from any such liabilities or claims. This allocation of responsibility is a fundamental part of our agreement.

Data Usage and Privacy

Privacy Policy: Our collection, use, and sharing of personal information through the Services is governed by our Privacy Policy, which is hereby incorporated into these Terms by reference. By using the Services, you consent to DealTrail’s data practices as described in the Privacy Policy. If you do not agree with our data practices, do not use the Services.

DealTrail’s Use and Sharing of Data: You acknowledge and agree that DealTrail may collect and utilize various categories of data in the course of providing Services, including:

Consumer Lead Data: DealTrail may obtain databases of real estate consumer information. We may use this data to run marketing campaigns or to supply Leads to our clients. By using the Services, you agree that DealTrail can provide you with such data and that once provided to you, you will handle it in accordance with these Terms and your own privacy obligations.
Client Data: In using the Services, you may upload or input personal data of third parties. You retain ownership of Client-provided data, but you grant DealTrail a license to use, copy, transmit, and store that data as needed to provide the Services. You represent and warrant that you have all necessary rights and consents to provide this data to DealTrail.
Platform Usage Data: We may collect data about how Users interact with the platform (usage analytics, metadata, etc.) to improve our services.
Data Sharing: DealTrail may share data with third-party service providers who help us run the platform under strict data protection agreements, or if required by law or in the event of a business transfer.

Client Responsibilities for Data:

Consent and Legality: For any personal data you provide, you are responsible for ensuring you collected and use that data lawfully.
No Sensitive Personal Data: You should not upload highly sensitive personal data to the platform unless specifically agreed.
Data Accuracy: You are responsible for the accuracy and quality of data you input.
Privacy Compliance: If you are required to provide privacy notices or honor opt-out requests for the data you manage, you must do so.

DealTrail’s Sale of Data: To the extent DealTrail itself “sells” data, we will handle any consumer rights as described in our Privacy Policy. You may need to honor requests if a consumer opts out or asks to delete data.

Confidentiality: Each party agrees to keep the other’s non-public information confidential and use it only for purposes of fulfilling this Agreement. Confidentiality obligations do not apply to information that is publicly available, independently developed, or obtained from a third party legally.

Third-Party Services and Affiliate Relationships

Third-Party Integrations: Our Services may integrate with or allow you to interface with third-party services. Any use of those services is subject to their terms and privacy policies. DealTrail makes no warranties regarding third-party services and is not liable for their acts or omissions.

Permissions: If you link your account with a third-party service, you give us permission to exchange data with that service on your behalf.

Affiliate Marketing and Referrals: DealTrail may have affiliate arrangements or receive referral fees from third parties. We may recommend products or services to you and receive compensation if you sign up, but we do not guarantee any third-party will meet your needs.

No Endorsement or Agency: When you interact with third-party providers, that interaction is solely between you and the third party. DealTrail is not responsible for transactions or disputes between you and any external provider.

Intellectual Property Rights

DealTrail IP: All content, software, code, designs, and materials comprising the Services (excluding your content) are DealTrail’s intellectual property. We reserve all rights. Nothing in these Terms transfers ownership of our IP to you.

License to You: Subject to compliance with these Terms and payment of fees, DealTrail grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Services for your internal business purposes. You may not reverse engineer or modify our platform without express permission.

Your Content and Data: You retain ownership of the content or data you provide (“Your Content”), but you grant DealTrail a non-exclusive license to use it as necessary to provide the Services.

Feedback: If you provide suggestions or feedback, DealTrail has the right to use them without obligation to you.

Client Name and Logo: You agree that DealTrail may use your business name and logo in our client lists or marketing materials, unless you notify us otherwise.

Trademark: “DealTrail” and other product or service names we use are our trademarks. Third-party trademarks belong to their respective owners.

Disclaimers of Warranties

AS-IS Service: DealTrail provides the Services “AS IS,” “WITH ALL FAULTS,” and “AS AVAILABLE.” You use the platform at your own risk. To the fullest extent permitted by law, DealTrail and its affiliates, suppliers, and partners disclaim all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

No Guarantee of Outcome: No advice or information obtained by you from DealTrail or through the Services shall create any warranty not expressly stated in these Terms. You remain responsible for the outcomes of your marketing and business decisions.

System Performance: We do not warrant that the Services will be secure, free of viruses, or error-free, or that defects will be corrected. We cannot promise data transmissions or storage are 100% secure or that the Service will always function without delays or compatibility issues.

Data Accuracy: We make no warranty regarding the accuracy or reliability of any information obtained through the Service, including leads or third-party content.

Third-Party Materials: Any third-party software or services provided are “as is” without warranty.

Availability: We do not guarantee the Services will be available at any particular time or location.

Quality of Service: We do not guarantee any increase in business, leads, or sales. Any promotional materials or success stories are for illustration only.

Limitation of Liability

Broad Exclusion of Damages: To the maximum extent permitted by law, in no event shall DealTrail or its owners, officers, directors, employees, agents, affiliates, partners, or licensors be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of business, profits, data, or goodwill, regardless of legal theory, even if advised of the possibility of such damages.

Cap on Liability: DealTrail’s total, cumulative liability to you for all claims shall not exceed the total amount of fees paid by you to DealTrail in the 12 months preceding the event giving rise to the claim, or US $100 if no fees were paid.

Exceptions: Some jurisdictions do not allow the exclusion of certain warranties or limitations of liability. In those jurisdictions, these limits apply to the fullest extent allowed by law. Nothing in these Terms excludes liability for DealTrail’s own gross negligence, willful misconduct, or fraud to the extent not waivable by law.

Data Usage and Privacy

You agree to indemnify, defend, and hold harmless DealTrail, Michael Ventures LLC, and our affiliates, and each of our respective officers, directors, employees, contractors, and agents (“DealTrail Parties”) from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or relating to:

Your use or misuse of the Services, or content you distribute via the Services.
Your violation of these Terms or any law or regulation.
Any dispute between you and a third party (e.g., a lead, client, or vendor).
Any content you upload, post, or transmit through the Services.

We reserve the right to assume the exclusive defense of any matter subject to indemnification. You may not settle any claim involving a DealTrail Party without our prior written consent.

Term and Termination

Term: These Terms are effective upon your acceptance or use of the Services and remain in effect until terminated by either party as described.

Termination by You: You may terminate these Terms and your account at any time (subject to any agreed subscription term) by providing written notice. If you have a term commitment, termination takes effect at the end of that term.

Termination/Suspension by DealTrail: We may suspend or terminate your account if you breach these Terms or for any reason with notice. If we terminate without cause, we will refund any prepaid fees on a pro-rata basis.

Effect of Termination: Upon termination, you must stop using the Services. We may delete or disable access to your data. Outstanding fees remain due. Certain provisions survive termination (e.g., disclaimers, indemnities, limits of liability).

Governing Law, Jurisdiction, and Dispute Resolution

Governing Law: These Terms and any disputes related to them are governed by California law, without regard to conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Jurisdiction and Venue: Any non-arbitrable disputes will be brought exclusively in the state or federal courts located in Los Angeles County, California. Each party consents to personal jurisdiction there.

Arbitration Agreement: You and DealTrail agree to resolve all disputes by final and binding arbitration on an individual basis. This includes claims arising before these Terms and after termination. Both parties waive the right to a jury trial and to participate in class actions.

Procedure: Arbitration will be administered by the American Arbitration Association (AAA) under its applicable rules.
Arbitration Costs: Payment of fees will follow AAA’s rules.
Exceptions: Either party may bring an individual claim in small claims court for disputes within its jurisdiction or seek injunctive relief in court for intellectual property or confidential information.
Class Action Waiver: All claims must be brought in an individual capacity only. No class or representative actions are allowed.
30-Day Opt-Out: You can opt out of arbitration by notifying us in writing within 30 days of first agreeing to these Terms. Send notice to [email protected] or our mailing address.
Binding and Final: Except for limited judicial review allowed by law, the arbitrator’s decision is final.

General Provisions

Entire Agreement: These Terms (including referenced documents like the Privacy Policy) constitute the entire agreement between you and DealTrail regarding the Services, superseding all prior agreements. Any conflict with a separately signed Master Services Agreement will be resolved in favor of that agreement on that specific issue.

Amendments: DealTrail may update these Terms by providing notice (e.g., via email or on our site). Continued use after changes become effective indicates acceptance. Otherwise, these Terms can only be amended by a written agreement signed by both parties.

No Waiver: No failure or delay by either party in exercising a right under these Terms constitutes a waiver of that right.

Severability: If any provision is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions remain in effect.

Assignment: You may not assign these Terms without DealTrail’s written consent. DealTrail may assign or transfer these Terms without restriction.

Relationship of Parties: The parties are independent contractors. Nothing creates a partnership, franchise, joint venture, agency, or employment relationship.

Third-Party Beneficiaries: Except for those DealTrail Parties protected by indemnification and liability clauses, there are no third-party beneficiaries.

Export Compliance: You must comply with U.S. export laws. You represent you are not in a prohibited country or on a restricted list.

Force Majeure: DealTrail is not liable for delays or failures caused by events beyond our reasonable control (e.g., natural disasters, strikes, governmental actions, etc.).

Notices: DealTrail may provide notices to you by email, postings, or mail. You may send notices to the address below:

Michael Ventures LLC d/b/a DealTrail

Attn: Legal Department (Terms of Service Notice)

915 N La Brea Ave

APT 534

Los Angeles, CA 90038, USA

Email: [email protected]

Headings: Section headings are for convenience only and have no legal effect.

Case Law and Precedent: The provisions of these Terms are intended to be enforced to the fullest extent permitted by law.

Conclusion

By using DealTrail, you confirm you have read and understand these Terms, and agree to be bound by them. If you have any questions, please contact us at [email protected] before using the Services.