The official Terms of Service for Pathtide's property management software, rental payment processing, tenant screening, and leasing tools for landlords, property managers, tenants, and investors.
Pathtide Property Manager Terms of Service — Please read carefully before using the Platform.
We extend a warm welcome to the Pathtide family. We built this world class property management solution for you. Please read our terms of service carefully and feel free to ask us any question or concern or clarification that comes to mind.
PATHTIDE TERM OF USE
BY ACCEPTING THIS AGREEMENT ELECTRONICALLY BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, BY ENTERING INTO AN ORDER FORM OR BY ACCESSING OR USING THE SERVICES OR THE PLATFORM, YOU AGREE TO THE TERMS AND CONDITIONS SET OUT IN THIS AGREEMENT. PLEASE READ CAREFULLY PRIOR TO ACCEPTANCE, SINCE ACCEPTANCE OF THIS AGREEMENT IS A CONDITION TO USE OF THE SERVICES, AND IF YOU OR THE LEGAL ENTITY THAT YOU REPRESENT (AS APPLICABLE) DOES NOT AGREE, YOU MAY NOT USE THE SERVICES OR THE PLATFORM.
Pathtide Capital Group, INC (referred to as “Company,” “us” or “we”), provides the Pathtide.com website (https://pathtidepm.com/) and the Pathtide mobile application (collectively referred to as the “Site”). We provide the Site and property management services offered on the Site (referred to as “Services” or “Offerings” or the “Platform” defined further herein), subject to your compliance with these Terms and Conditions of Use (“Terms”), as well as any other written agreement(s) between us and you including our Privacy Policy.
We reserve the right to change these Terms from time to time with or without notice to you. You acknowledge and agree that you are responsible to periodically review the Site and these Terms. You acknowledge and consent that your continued use of the Site and Offerings after such modifications will constitute acceptance of the modified Terms.
As used in these Terms, references to our “Affiliates” include our owners/members, licensees, assigns, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, advertisers, in their individual and business capacities, and includes (without limitation) all parties involved in creating, producing, and/or delivering the Site and/or contents and Offerings available on the Site.
BY REGISTERING AND/OR USING THE SITE AND OFFERINGS ON THE SITE, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE EXIT THE SITE IMMEDIATELY. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, PRODUCTS, OFFERINGS, OR OFFERINGS AVAILABLE ON THE SITE, OR THESE TERMS IS TO CEASE USING THE SITE AND/OR THOSE PARTICULAR PRODUCTS, OFFERINGS OR OFFERINGS.
Definitions
As used in the body of this Agreement, but not including its attachments, schedules and agreements incorporated by way of reference:
“Agreement” or "Terms of Service" means, as may be updated by Pathtide from time to time in its sole and absolute discretion, these Property Manager Terms of Service, including all attachments, schedules and agreements incorporated by way of reference.
“Pathtide's Content” means all source and object code, databases, functionality, software, website designs, audio, information, video, text, photographs, and graphics made available by Pathtide via the Services to (a.) Customer and/or (b.) any User.
“Customer's Data” means any of Customer’s, Customer's Users, as well as other individuals’ listed inside of a Customer’s Pathtide account, personal data, credit data, biometric data, transaction data, system data or other data, feedback, that Customer and/or User(s) own(s), accept(s), utilize(s), processes and/or collect(s) from another person or entity and/or submit(s) and/or provide(s) to Pathtide and/or add(s) to the Platform in the course of using the Services.
“Customer” means the company, entity or individual responsible for creating or maintaining an account with Pathtide and registered as the account owner. Also referred to as “You” and “Your” in this Agreement.
“Designated Director(s)” means any person(s) designated by Customer to register for the Services, additional Units (as detailed in Section 10) or otherwise administer Customer’s (and its Users’) use of and/or access to the Services.
“Units” means the number of total units of Customer’s commercial, residential, student housing, community association, industrial, affordable housing, or other real estate that are added to the Platform by Customer or at Customer’s request. By way of an example, if a Customer has added onto the Platform one (1) multifamily building with five-hundred (500) apartments, one (1) student housing building with three-hundred (300) beds, one (1) affordable housing building with one-hundred and fifty (150) rental units, and two (2) office buildings each with fifty (50) individual offices, then the total number of Units is equal to one-thousand and fifty (1,050).
“Pathtide” means Pathtide Inc., a Delaware corporation and/or its affiliates.
“Pathtide’s API” and “Pathtide’s API Terms” mean respectively (i) Pathtide's application programming interface and any API documentation, updates or Pathtide's API materials made available by Pathtide, including, without limitation, through the framework located at: https://api.pathtide.com/; and (ii) Pathtide's API Terms available at www.pathtide.com/legal/api, which govern the access and use of Pathtide's API.
“Pathtide Merchant Account(s)” means one or more bank accounts connected to a Pathtide software account into which monies are deposited for rents, applications fees, contributions, distributions, and the like, or out of which payments are sent, including one or more accounts in connection with the provision of Services under the PathtidePay Agreement.
“Pathtide’s Payment Offerings” means the services and features available to a Tenant through a Payment Portal or Pathtide’s integration with Stripe (“Stripe”). These offerings, including Rapid Rent Services, may be accessed via Pathtide’s software platform, applications, website, Payment Portal, or a Stripe-hosted website.
“Pathtide’s Website” means https://www.pathtide.com or another pathtide designated web site or IP address.
“Effective Date” means the commencement date of this Agreement, as set out in the Order Form, or in the event not included in the Order Form, being the earlier of the dates (1.) on which Customer begins using or accessing the Services or (2.) the date Customer accepts this Agreement via any of the methods set out in the Preamble.
“Intellectual Property” means copyrights, patents, trade secrets, trademarks, trade names, branding, logos, mask works, service marks, API (application programming interface) or other intellectual property or proprietary rights and any derivatives, corrections, bug fixes, improvements, enhancements, updates, releases, or other modifications.
“Order Form(s)” means the Pathtide document (hard or electronic, including an online subscription), as well as and any and all subsequent Order Form(s) or amendments thereto (all of which are incorporated by reference into this Agreement), via which You or Your authorized User select(s), among other items, the plan and/or level of Service, the billing period, the Term length, the Usage Fee, the number of units, and/or all other Services and Additional Charges.
Payment Portal means Pathtide’s software platform, website, and other offerings developed, operated, or maintained by Pathtide, or in conjunction with Pathtide and Stripe, via which a Tenant is able to make use of (1.) PathtidePay Rent Services and/or (2.) Pathtide’s Payment Offerings.
“Payment Processor(s)” means one or more merchant services providers, including but not limited to Stripe, that has or have an integration with Pathtide via which User(s) and Customer(s) process rental payments, applications fees, and other charges.
“Platform” means Pathtide’s proprietary cloud-based property management software platform.
“PathtdePay Rent Services” means Pathtide’s payment platform that is accessible via SaaS Technology, https://www.Pathtide.com or another Pathtide’s designated application, website or IP address, which via an integration with one or more third party merchant services provider(s), allows Tenant(s) and other User(s) to make payment(s) for products and services such as rent, applications, deposits, and other charges and fees.
“Service(s)” means (i) the Platform, Pathtide's Website, Pathtide's API and/or any other offerings and services developed, operated, or maintained by Pathtide’s, offered to You and Your authorized Users, which are accessible via or in connection with the Platform and/or Pathtide’s Website and/or (ii) 3rd Party Provider Services.
"3rd Party Provider Service(s)" mean services and products by third parties and their affiliates, other than Pathtide, integrated with and offered, whether directly or indirectly via Pathtide’s Website and Platform, as the list of such of 3rd Party Provider Services is amended from time to time, including but not limited to, Apartments.com, Zillow, Rent.com, Zumper.com, RentalBeast.com, RentalSource.com, Dwellsy.com, Zapier.com, TransUnion.com, Sure.com, Zapier.com, Stripe.com, Checkbook.io, Obligo, other 3rd party providers of (a.) financial and other bill payment services, (b.) 1099s and related tax filings and mailings, (c.) text messaging, audio call(s), voicemail, voicemail drop, calendars, emails, announcements, (d.) bank account reconciliation services via Plaid.com, (e.) electronic signatures via DropBoxSign (https://sign.dropbox.com/), (f.) insurance, (g.) credit reporting services, and/or (h.) other similar services, all for which additional terms and conditions apply, some of which terms and conditions are included as attachments to this Agreement.
“Stripe” means and refers to Stripe, Inc., a Delaware corporation and/or its affiliates.
"Tenant" means the company, entity or individual responsible for using and/or accessing one or more (i) Tenant’s Portal Account(s) with Pathtide or (ii) application to become a tenant of Units listed by Customer on the Platform or Pathtide's Website. Tenant Portal link for PathtidePM
"Up-Charge Manager ACH Fee" means a fixed fee amount, determined solely by the Property Manager, that a Property Manager enrolled in Pathtide’s Premium Plan elects to charge a Tenant when the Tenant submits a payment via ACH. This fee is assessed in addition to rent and any other applicable charges and is remitted exclusively to the Property Manager, with no portion payable to Pathtide.
“User(s)” means those persons (a.) invited or (b.) authorized by Customer to access and/or use the Service (or parts thereof), and/or (c.) who have been supplied a username and password by Pathtide at Customer’s request. For example, a "User" may be an employee, owner, landlord, investor, accountant, assistant, independent contractor, property manager, applicant, prospect, Tenant, or vendor.
Use
Subject to Your compliance with this Agreement, Pathtide agrees to provide You with use of and access to the Service in the version selected by Customer in the Order Form, as amended from time in accordance with this Agreement.
Term
This Agreement shall (1.) commence on the Effective Date (2.) shall continue on a monthly or annual basis with auto-renewal at the end of the applicable period (in accordance with the specific plan Customer subscribed to) unless amended or terminated by either party in accordance with this Agreement.
Access to the Service
Following the Effective Date of this Agreement and Your completion of any other materials as requested by Pathtide, Pathtide will provide You with instructions on how to access its online customer portal (the “Customer Portal”), through which Pathtide provides authorized Customers and Users with access to Services. Once arriving at the Customer Portal, You are requested to provide Your username and password/access code in order to gain entry into the Customer Portal and Services.
You are exclusively responsible for (1.) maintaining the secrecy of Your and Your Users' usernames and passwords and (2.) ensuring that Your use of the Service is both compatible with and sufficient for Your needs and requirements (3.) any unauthorized access to the Customer Portal and misuse of Services and (4.) making sure Users comply with the terms and conditions of this Agreement and the Privacy Policy and do not share passwords/access codes.
Modification; Discontinuation
Without notice of any kind, Pathtide may modify, amend, increase, decrease, terminate, or discontinue, in its sole and absolute discretion, the Service and/or any Service features or functions including but not limited to 3rd Party Provider Service(s), including the addition, modification and/or removal of entire 3rd Party Provider Services. If You do not agree to any such change, You understand and agree that Your exclusive recourse is to terminate this Agreement as detailed in Section 11 (Termination & Suspension) below and that You shall neither receive nor be entitled to receive any refund or credit of any kind.
Permit Authorization
Provided that You are lawfully authorized and for the consideration provided herein, Pathtide hereby grants You a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use the Customer Portal and Services solely for Your own internal and lawful business purposes for the Units referenced to in the Order Form, subject to Your continued compliance with the terms and conditions of this Agreement (the "Permit Authorization").
Restrictions
The Permit Authorization cannot be shared or used for any Units other than those referenced in the Order Form. However, the Permit Authorization may be used from time to time for new Units that are replacing former Units which no longer are actively listed on the Customer Portal and which do not make use of the Service, so long as Customer obtains the prior written consent of Pathtide with respect to any such use, which consent shall not be unreasonably withheld.
You shall not attempt to (nor shall you), either directly or indirectly:
Just like Pathtide has certain responsibilities as detailed in this Agreement, so too do You and Your Users. Accordingly, You and Users, shall fully comply with all applicable local, state, federal, and foreign laws, treaties, rules, and regulations in connection with Your and Users’ use of and access to the Service and Your and Users’ activities conducted via the Services, including, without limitation, those related to data privacy and data security, anti-spam, non-discrimination and fair housing.
Are solely responsible for all activity occurring under Your account(s) and for Your and Users' compliance with the terms and conditions of this Agreement.
Shall:
All Users Guide
Pathtide wants its customers to be both happy with the Services and informed about current and newly released features. As such Pathtide offers access not only to support materials, but also customer service representatives during “Business Hours” (9am EST to 6pm EST Monday through Friday, (excluding federal holidays and weekends) for technical assistance with Pathtide’s property management Platform. For specific questions, please feel free to review https://www.Pathtide.com/help.
A. Any requests for data migration, documentation, upgrades, enhancements, support, or service modifications are dealt with on a case-by-case basis in Pathtide’s exclusive and absolute discretion, and might require (in Pathtide’s sole discretion) a separate service level contract between Customer and Pathtide.
B. Unless otherwise agreed to in writing by Pathtide:
C. Data Migration Authorization:
1. Customer represents and warrants that it has the full legal right to authorize Pathtide to access, retrieve, and import data from third-party systems or platforms at Customer’s direction. Customer assumes all responsibility and liability for ensuring such access complies with applicable agreements, terms of service, and other legal obligations. Pathtide shall not be responsible for any claims arising in any way from or in any way related to such access, and Customer agrees to fully indemnify and hold Pathtide harmless from any third-party claims related in any way to or arising from such data migration or access.
2. Acknowledgment of Data Responsibility: Customer acknowledges and agrees that it is solely responsible for providing Pathtide with data (in a format reasonably acceptable to Pathtide). While Pathtide will use commercially reasonable efforts to accurately import data, Customer understands and agrees that Pathtide makes no representations, warranties, or guarantees regarding the completeness or accuracy of any imported data. Customer is solely responsible for verifying the accuracy of imported data and agrees to indemnify, defend, and hold harmless Pathtide and its affiliates from and against any claims, losses, or liabilities arising out of or relating to the provision, import, or use of such data.
Use of Pathtide’s Social Areas
On Pathtide’s Website, Tenant’s Portal Account, and/or anywhere else that Pathtide chooses as part of the Services, Pathtide may provide areas (“Social Areas”), where You (and others, including Your Users) may have the opportunity to communicate and/or otherwise interact with other persons, including Pathtide representatives, post messages and comments, engage in dialogue, ask questions, provide feedback to Pathtide, and the like. Pathtide recommends that You do not post or otherwise disclose any personal information in any Social Areas, and is not liable for such disclosure.
You understand and agree that:
Pathtide specifically disclaims any and all liability with respect to the Social Areas and any actions resulting from Your participation in such Social Areas; and You may neither post any Public Content nor engage in any other activity in any Social Areas that, without limitation, is illegal or otherwise unlawful; transmits, contains or disseminates viruses, spam, corrupted files, or anything that may damage or otherwise adversely affect the operation of the Services, or any software, hardware or other related equipment; disrupts or otherwise interferes with the Services or the networks or servers used by Pathtide; defames, threatens, abuses or otherwise violates the rights of another or infringes on another’s Intellectual Property rights or privacy; is pornographic, indecent, obscene, explicit or profane; is in any way harmful to children; can reasonably be considered to be racially, religiously or ethnically offensive; uses the personal information of another without legal basis for such use; contains a promotion, contest, advertisement, survey or commercial solicitation (unless you have our prior written consent to do so); or impersonates another or misrepresents your connection or affiliation with another.
API
You may make use of Pathtide’s API only with Pathtide’s sole and exclusive written permission at your sole and exclusive risk and in accordance with the API Terms.
Pathtide values its customers and as such employs encryption and other protective measures to protect its customers’ data.
Our Use of Customer's Data
With respect to Customer’s Data, You affirmatively warrant and guarantee that you have the absolute right to grant Pathtide a non-exclusive, transferable, irrevocable, fully paid up, royalty free and worldwide license to reproduce, copy, perform in public, communicate to the public by telecommunication, disseminate, display, publish, translate, adapt, modify, synchronize with other content and materials, process, store and otherwise use Customer’s Data for any lawful purpose that Pathtide determines in its absolute discretion (except for those limitations identified in the Privacy Policy), including but not limited to developing new features, offerings and/or services, operating the Platform and Pathtide's Website, performing the Services, and improving the Services; and consent to (and You actually do consent to) Pathtide’s sharing of Customer's Data with 3rd Party Providers and their use thereof for the purpose of providing You and Users with 3rd Party Provider Services through the Platform and/or Pathtide’s Website.
Responsibilities
You shall be exclusively responsible and liable for the legality, quality, accuracy, integrity, reliability, and appropriateness of Customer's Data. Moreover, subject to applicable law and to the Privacy Policy with regard to Customer's Data that also constitutes personal data, You agree that Pathtide shall neither be responsible nor liable for (a.) Your or User’s collection, use, storage, cross-border transfer, or disclosure of any Customer's Data or (b.) any deletion, correction, destruction of, and/or damage to, any Customer's Data.
Privacy Policy
All Customer's Data which constitutes personal data and personal information provided by You and/or Your authorized User(s) or gathered via the Services by Pathtide, is governed by Pathtide’s Privacy Policy, and shall be used in accordance with it for the purposes set out in this Agreement and as otherwise identified in the Platform and/or Pathtide’s Website.
Review, Access, Disclosure and User(s) Data
You understand and agree that: Pathtide has the right, but does not have any obligation to monitor or review Customer's Data; Pathtide may, without notice (a.) notify the appropriate authorities or person(s), if Pathtide reasonably believes that Customer's Data violates any applicable law or the rights of any third party, and (b.) take any lawful steps it believes to be necessary to enforce and/or verify compliance with this Agreement; Pathtide may, without notice, access, preserve, review, use, collect, disclose or transfer (including across borders in accordance with Pathtide's Privacy Policy) Customer's Data, at any time (i.e., both during the duration and following the termination of this Agreement), in Pathtide’s sole and absolute discretion, (a.) in order to comply with a subpoena, court order, governmental, administrative or regulatory request, or as otherwise required by law, (b.) in the event of any reorganization, merger, sale, joint venture, assignment, transfer or other disposition of all or any portion of Pathtide’s business, assets or stock, (c.) in any lawful anonymized manner in furtherance of Pathtide’s business, (d.) to enforce this Agreement, (e.) to detect or prevent security, fraud, criminal activity, misconduct, or technical issues, (f.) to protect the rights, property and/or safety of the Pathtide Entities or any other person or customer, or (g.) as detailed in Pathtide’s Privacy Policy.
Migration of Data
Pathtide reserves the right to charge You, at its discretion, for migrating information and data, including Customer's Data, and other information about Your Units, Tenants, vendors and the like (collectively, “Migration Data”) to Pathtide’s Platform to the extent used in the opening or update of Your account. You understand, represent, warrant, and agree that You are the lawful owner or licensee of Migration Data; are exclusively responsible for providing Pathtide with such Migration Data in a format acceptable to Pathtide; and will expeditiously respond to Pathtide’s request for Your assistance with the migration.
Artificial Intelligence
You acknowledge and agree that Pathtide may use artificial intelligence (AI), machine learning (ML), and other automated technologies, including those of third parties such as OpenAI, Google, Meta and others (“3rd Party AI Tools”), to collect, analyze, process, enrich, and generate outputs from Customer’s Data, usage patterns, and interactions with the Services. This includes but is not limited to predictive analytics, automation of workflows, intelligent recommendations, automated decision making, and system-generated feedback (collectively, “AI Outputs”).
You understand and agree that (a.) Pathtide shall have the right, in Pathtide’s sole and absolute discretion and for as long as Pathtide decides (or as long as lawfully permissible), to retain, use and share (in accordance with applicable law and the Privacy Policy) all Customer Data, which may include Your personal information and personal information of other individual(s) appearing in Your Pathtide account, with such 3rd Party AI Tools; (b.) You have obtained all requisite permission(s) from such other individual(s), and (c.) You have the legal right to authorize Pathtide to do so (i.e., retain, use and share all Customer Data).
You further agree that, to the fullest extent permitted by law and Pathtide’s Privacy Policy, all AI Outputs, underlying data models, improvements, learnings, enhancements, and related intellectual property, as well as any feedback, data, insights, or suggestions generated or derived by Pathtide through such technologies or from Customer’s or Users’ use of the Services (collectively, “Derived Data”), shall be the sole and exclusive property of Pathtide. You expressly waive any right, title, or interest in or to such Derived Data or any claims to compensation related thereto.
Pathtide may use Derived Data for any lawful business purpose, including to enhance or develop products or services, provide insights to users, and for research and commercial purposes, in its sole and exclusive discretion.
You understand and agree that any AI-generated outputs or feedback provided through the Services are intended for informational purposes only and are provided “as is.” Customer is solely responsible for evaluating and verifying any such AI Output before relying upon it. Use of such feedback or AI Outputs is at Your and Your Users’ sole and exclusive risk. Pathtide makes no warranties or representations, express or implied, regarding the accuracy, completeness, or fitness for a particular purpose of any AI-generated content, and disclaims all liability arising from Customer’s use thereof.
Pathtide believes in the importance of intellectual property. As such, we took the time below to detail some important information regarding such.
Ownership
Except for Customer's Data, where You retain all Your preexisting rights, Pathtide (and where applicable, Pathtide’s licensors) own, in every sense of the word, all rights, title and interest, including all related Intellectual Property in Pathtide' Content and Services.
The Pathtide name, the Pathtide logo, and the product names associated with the Services are trademarks of Pathtide and/or the owners or licensors of the 3rd Party Provider Services, and no right or license is granted to use them.
Reservation of Rights
Pathtide reserves all rights and Intellectual Property rights not expressly granted or licensed to Customer or User under this Agreement.
Pathtide’s Use of Your Trademarks and Other Intellectual Property
You grant to Pathtide a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license to use Your name, trademarks, service marks, logos, and other materials, in any of Pathtide’s advertising or promotional materials.
Feedback
To the extent You or any of Your Users provide Pathtide any feedback, comments or suggestions ("Feedback"), You (and to the extent applicable, such User) grant Pathtide a royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into the Services or any of Pathtide's current or future products or services.
Your Relationship with Your Users and Users
While we provide the Platform and Pathtide's Website to enable You to engage Your Users in activities such as communication, entering into lease contracts, and collecting and sending payments, Pathtide does not own or manage any Units, is not a party to or involved in any way with any engagement or agreement between (or amongst) You and Your Users and is not responsible for the content thereof, enforcement, payment (or non-payment) or any other obligations between (or amongst) You and Your Users. You understand and agree that You are solely liable for Your relationship and engagements with Your Users, including any duties imposed by applicable law on a landlord and/or property manager. While Pathtide has the right to disclose to You information concerning your Users pursuant to Our Privacy Policy and Our specific agreement(s) with such Users (including but not limited to the Tenant Portal Terms of Service and Payment Portal Terms & Conditions), it is not obligated to do so in any manner.
Your Relationship with 3rd Party Providers
Pathtide wants to offer you not only a convenient property and financial management software, but also a platform that has a wide variety of offerings. As such, whether directly or indirectly, via the Platform and/or Pathtide’s Website, third parties (collectively, "3rd Party Providers"), may offer to You and Your authorized Users promotions, 3rd Party Provider Services and more. You (and where applicable Users) understand and agree that:
Rental Applications and Screening Compliance
If You or any of Your Users utilize Pathtide’s rental application features or request tenant screening, credit reports, or background check services from TransUnion or any other 3rd Party Provider through the Services, You expressly represent, warrant, and covenant that all such use shall comply with all applicable federal, state, and local laws, statutes, rules, and regulations, including but not limited to the Fair Credit Reporting Act (FCRA), the Equal Credit Opportunity Act (ECOA), the Fair Housing Act, and any relevant consumer protection, privacy, or disclosure requirements in the jurisdiction where each applicable property is located.
Without limitation, You represent and warrant that, prior to requesting or accessing any screening or background reports, You will: (a) provide all legally required notices and disclosures to applicants; (b) obtain all required written consents, authorizations, and certifications; (c) use the reports solely for lawful tenant screening purposes; and (d) comply with all adverse action, pre-adverse action, and applicant notification obligations under applicable law.
You further acknowledge and agree that by accessing or using any screening or background check services through the Platform, You are also agreeing to be bound by TransUnion’s Terms of Service, which can be found at https://www.Pathtide.com/legal/transunion, as may be updated from time to time by TransUnion in its sole discretion. You are solely responsible for reviewing and complying with the current terms as a condition of continued use of such services.
You shall be solely and exclusively responsible for ensuring full compliance with all applicable laws and regulations governing Your tenant screening, rental application, and tenant selection practices, and for maintaining adequate internal compliance controls. Pathtide shall have no obligation to monitor, audit, or enforce Your or Your Users’ legal compliance, and disclaims any liability arising from Your or Your Users’ failure to do so.
Pathtide reserves the right, in its sole and absolute discretion, to immediately suspend, restrict, or terminate Your access to any tenant screening, background check, or related features of the Services if it reasonably determines that You or any User have breached this Section, violated applicable law, or failed to adhere to any required third-party provider terms, including but not limited to TransUnion’s Terms of Service.
Pathtide believes that it is important to provide clarity surrounding fees, charges and other payments in connection with Services. And in addition to the below, for additional information please visit https://www.Pathtide.com/pricing.
Timing & Currence
You agree that all fees and other charges disclosed in an Order Form or elsewhere in Pathtide’s Platform are immediately earned, due and payable upon Your, or as the case may be, Your authorized User’s submission of such Order Form or other affirmative action signifying such acceptance (for example, using a feature, checking a box, clicking “Agree”, etc.). Except as otherwise agreed to in writing by Pathtide, all payments for all fees (i.e., Usage Fees, VT Fees, E-Sign Fees, User Website(s). etc.) and all other charges shall be in United States Dollars.
Calculation and Modification of Usage Fees, Text Fees, Call Fees, Etc.
The fee for the initial subscription period with Pathtide (hereinafter, "Usage Fee(s)") is equal to the per Door rate then in effect for the plan (i.e., Starter, Pro or Premium) selected by You multiplied by the total number of Units. The Usage Fee for any renewal of the initial subscription period or any subsequent renewal is equal to the per unit rate then in effect (at the time of renewal) multiplied by Units, unless Pathtide in writing specifies otherwise. Notwithstanding anything to the contrary, for accounts with under five-hundred (500) Units, Pathtide charges a Usage Fee in increments of twenty (20) Units instead of per Door, which is the method of pricing for customers with over five-hundred (500) Units. The Order Form will detail the exact pricing.
All coupons, promotions or other discounts are one-time only, expire at the end of the current billing cycle and do not carry over to any future billing cycle, unless Pathtide in writing specifies that such coupon, promotion, or other discount will apply for a longer period of time.
In addition to the Usage Fee, for the initial subscription period with Pathtide You will also be charged a non-refundable onboarding and implementation fee (hereinafter, "Onboarding Fee"). The cost of the Onboarding Fee varies based on factors including, the number of Units, the plan and whether You subscribe annually or monthly.
Per Door rates and fees may be modified, and new charges added, as Pathtide sees fit in its sole and absolute discretion, by providing You with notice at least thirty (30) days’ notice before the next billing period or as You otherwise agree including but not limited to You or Your User(s) adding or reducing the number of Units (detailed below).
Communication Fees
You understand and agree that: there is a fee for setting up a phone number in Your Pathtide account from which You can send/receive text messages. The set-up fee, which is disclosed within the Pathtide Platform, varies by plan ("Phone Setup Fee").
The phone number assigned to You by Pathtide is not able to be taken with You if You leave Pathtide.
Before you send a text message to anyone via the phone number assigned to You by Pathtide, You must first have received their explicit written consent to do so, and, should someone who previously gave you written permission, ask you to stop contacting them, you must immediately do so. You must also, at least annually, receive updated consent from such persons to continue texting them. Failure to comply with such requirement(s) may result in, at a minimum, the phone number being suspended, without derogating from any of Pathtide's or the applicable person's remedies under law or these Terms of Service.
There are also fees for each and every audio call, voicemail, voicemail drop, and text message sent or received via the Platform, by You and/or Your Users. In order to make/receive an audio call, a voicemail, a voicemail drop, or send/receive a SMS/MMS messages, You (and Your Users) must have sufficient credits in place (hereinafter, "Communication Credit(s)").
You will initially be provided with 500 Communication Credits; thereafter, a $10 fee will be charged for each additional 500 Communication Credits. Each minute (or part thereof) of a voice message (or voicemail drop) whether made or received by You or any of your Users costs one (1) Communication Credit; An Outbound SMS (plain text text messages) costs one (1) Communication Credit; Inbound SMS are free; Outbound MMS (multimedia messages) cost five (5) Communication Credit each; and Inbound MMS (multimedia messages) cost five (5) Communication Credit credits each.
Pathtide may choose, in their sole and absolute discretion, to give to You one or more Pathtide Communication Credit(s). If you no longer have any Pathtide Communication Credit(s) remaining, whether because You or Your authorized Users have used all Pathtide Communication Credit(s) or because You never had any Pathtide Communication Credit(s) to begin with, Pathtide will automatically charge Your credit/debit card/payment method on file with Pathtide, $10 (ten dollars) for 500 (five-hundred) Pathtide Communication Credit(s), (hereinafter, "VT Fees").
From time to time, in Pathtide’s sole and absolute discretion, VT Fees may be increased and/or decreased, and new charges added. Pathtide need not provide any notice of increases or decreases in VT Fees. All Phone Setup Fees, VT Fees and Pathtide Communication Credit(s) are non-refundable.
In the event that You cancel or terminate your Pathtide account, fail to maintain your Pathtide account in good standing (for example, not timely paying Usage Fees), or violate any of this Agreement or the Privacy Policy, and as a result Pathtide terminates Your access to the Service(s), then You will immediately lose all Pathtide Communication Credit(s) associated with Your Pathtide account, whether given to you by Pathtide or purchased by You (or Your authorized User(s)); Moreover, You agree to immediately reimburse Pathtide for all Pathtide Communication Credit(s) given to you by Pathtide at a rate of $0.02 per Communication Credit(s).
Electronic Signature Fees
You understand and agree that there is a non-refundable fee per electronic signature request sent. For each and every file/document that You and/or Your User(s) send out for signature via Pathtide’s integration with DropBoxSign, the fee shall be as follows: On the Starter Plan ($3.00), on Pro Plan ($1.00), on the Premium Plan ($0.00).
In order for You or Your User(s) to send out a file for e-signature, Your Pathtide account must have sufficient credits in place (hereinafter, "Pathtide Esignature Credit(s)"). Each file sent by You or any of your Authorized Users (including Tenants) for electronic signature costs one (1) Pathtide Esignature Credit.
If you no longer have any Pathtide Esignature Credit(s) remaining, whether because You or Your authorized Users have used all Pathtide Esignature Credit(s) or because You never had any Pathtide Esignature Credit(s) to begin with, Pathtide will automatically charge Your credit/debit card (on file with Pathtide) $10 (ten dollars) for 10 (ten) Pathtide Esignature Credit(s) (hereinafter, "E-Sign Fees").
From time to time, in Pathtide’s sole and absolute discretion, E-Sign Fees may be increased and/or decreased, and new charges added, and Pathtide need not provide any notice of increases or decreases in E-Sign Fees. All E-Sign Fees and Pathtide Esignature Credit(s) are non-refundable.
In the event that You cancel or terminate your Pathtide account, fail to maintain your Pathtide account in good standing (for example, not timely paying Usage Fees), or violate any of these Terms of Service or the Privacy Policy, and as a result Pathtide terminates Your access to the Service(s), then You will immediately lose all Pathtide Esignature Credit(s) associated with Your Pathtide account, whether given to you by Pathtide or purchased by You (or Your authorized User(s)); Moreover, you agree to immediately reimburse Pathtide for all Pathtide Esignature Credit(s) given to you by Pathtide at a rate of $1 per Pathtide Esignature Credit.
User Website(s)
Pathtide may include or offer one or more custom website(s), including a custom URL (hereinafter, "User Website(s)") as part of your subscription plan at the listed price on Pathtide’s Website or as otherwise identified in Platform or in writing from Pathtide. For additional information, and terms and conditions associated with User Website(s) please visit PATHTIDE’S WEBSITE AGREEMENT (https://www.Pathtide.com/legal/websites).
Listing Syndications & Fees
Third party “Listing Provider(s)”, including but not limited to Zillow, Trulia, Hotpads and others to which Pathtide syndicates, may require that Customer first create an account with each such Listing Provider to which Customer wants to syndicate property/unit listings, which may be free or may require payment in the sole discretion of each such Listing Provider(s), before such Listing Provider will accept one or more listing syndication(s) from Customer’s Pathtide account.
Listing Provider(s) may choose not accept property/unit information in the way that such properties/units are listed or identified inside of Customer’s Pathtide account, and may require one or more updates to the property/unit details before allowing one or more of the properties/units in Customer’s Pathtide account to be syndicated to/posted on their respective websites.
By taking any action inside of Your Pathtide account, with respect to syndicating Your properties/units to one or more Listing Provider(s), You agree that Pathtide may make modifications to any and all property(ies)/unit(s) detail(s) so that those properties’/units’ details comply with the requirements of each Listing Provider(s), and thus can be syndicated to such Listing Provider(s).
Fees – Your Responsibilities and Representations
You are exclusively responsible for the prompt payment of (a.) all Usage Fees for the entire term, without regard to whether all Units are active or actively used, and (b.) all other charges and fees (including but not limited to fees associated with phone setup fees, 3rd Party Provider Services, E-Sign Fees, Communication Fees, VT Fees, and Chargeback & NSF Expenses) associated in any way with Your and Your Users Pathtide account(s).
In order to lawfully access and use Services, You must first provide to Pathtide, and must maintain with Pathtide, a valid credit card, debit card, bank account number or other form of payment approved in writing by Pathtide.
By accessing or otherwise using the Platform, You represent that You are lawfully permitted to use the payment details that You provide to Pathtide. Moreover, You agree to keep up-to-date all billing and account information, which shall include at a minimum Your legal name, phone number, street address, and e-mail address, and the names, email addresses and telephone numbers of those authorized billing contact(s) and Designated Director. If the billing account or contact information provided by You is false or fraudulent, Pathtide shall, in addition to any other legal remedies, have the absolute right to terminate, at any time as Pathtide sees fit in its sole and absolute discretion, Your or Your User’s access to the Service and Your Permit Authorization.
Software Customization and Other Fees
Other than Communication Fees, Usage Fees, Onboarding Fees, VT Fees and E-sign Fees, additional fees including for software customization, merchant account applications, background screenings, migration or other services (collectively, “Additional Charges”) will be billed to You as mutually agreed upon pursuant to these Terms of Service, as noted in the Platform, as otherwise agreed to in writing by Pathtide and You, or per Your applicable agreement with the relevant 3rd Party Provider, if these fees relate to 3rd Party Provider Services.
Monthly vs. Annual Subscriptions
If You are a monthly subscriber, the initial Usage Fee will be charged to You on the Effective Date, and, thereafter, Pathtide will automatically bill Your credit card, debit card or bank account on the same day each month thereafter (“Monthly Billing Date”) until You cancel or terminate in accordance with this Agreement. If You are an annual subscriber, the Usage Fee will be billed annually on the anniversary date of the original Order Form (“Annual Billing Anniversary Date”) until You cancel or terminate in accordance with this Agreement.
Taxes
All fees and charges, including Usage Fee, Late Amounts and Additional Charges, are exclusive of all taxes, sales tax, use tax, levies, VAT, duties, withholding taxes and any other similar taxes imposed by any and all federal, state or local governmental entities and taxing authorities (collectively, “Taxes”). You shall be exclusively responsible for payment of all such Taxes. However, if Pathtide has a legal obligation to pay or collect Taxes for which You are responsible, then unless you provide us with a valid tax exemption certificate authorized by the appropriate taxing authority, Pathtide may withhold or charge all such amounts to Your current payment method on file with Pathtide.
Non-Refundable
All fees, charges and Taxes, including monthly and annual fees, are non-refundable, except as otherwise agreed to in writing by Pathtide. If You believe that any fee, charge or Tax is incorrect or invalid, You must contact Pathtide in writing within thirty (30) days of the date of the charge in question, to be eligible for consideration to receive an adjustment or credit.
Reduction of Units; Added Units
You and Your Designated Director(s) can add or reduce the number of Units by entering into a new Order Form or as otherwise permitted on the Platform. You agree that no credit or refund will be due to You for any requested additions or reductions of Units; any reduction to the number of Units will be put into effect immediately, and on the date of Your next billing cycle (if you are a monthly subscriber then on your next Monthly Billing Date; if you are an annual subscriber then on your next Annual Billing Anniversary Date, You will automatically be charged the corresponding Usage Fee for the total number of Units then active on Your Pathtide account; and any addition to the number of Units will be put into effect immediately, but the Usage Fee for the added number of Units will be prorated based on the number of days remaining in Your current billing period (i.e., monthly or annual), and on your next Annual Billing Anniversary Date or Monthly Billing Date you will be automatically charged the Usage Fee for the total number of Units then active on Your Pathtide account.
Chargebacks and Insufficient Funds
You shall be responsible for and shall immediately pay Pathtide for all costs and fees incurred by Pathtide that in any way concern or relate to a chargeback initiated by You, User(s), Tenant(s), or at Your request, or that result from You or User(s) providing payment details for an account that does not have enough money to cover one or more orders/transactions. Additionally, you agree to pay, and shall immediately pay Pathtide, to the extent requested by Pathtide at its sole discretion, an administrative fee covering its expenses and other administrative costs per chargeback or non-sufficient funds notification (collectively “Chargeback & NSF Expenses”). The amount of such Chargeback & NSF Expenses is detailed within Your Customer Portal.
Pathtide gives you the ability to charge your Tenant(s) for Chargeback & NSF Expenses incurred as a result of insufficient funds/chargebacks that occur from their use of (a.) Payment Portal, (b.) Pathtide’s Payment Offerings, and/or (c.) Tenant Portal Account to pay rent and other charges. You understand and agree that (a.) the amount that You charge Your Tenants is determined exclusively by You (not Pathtide), (b.) before implementing any such charge, You must verify that doing so is lawful in the jurisdiction where the property is located, and (c.) all liability and responsibility for unlawfully charging a Tenant, remains with and shall be exclusively borne by You.
You also authorize Pathtide and its Payment Processor, at any time, including post termination or expiration of this Agreement, or the closure of Your Pathtide account, to pull funds from any and all bank accounts and/or credit/debit card(s) on file with Pathtide and/or the Payment Processors in order to make Pathtide whole for losses that it has incurred as a result of or in any way relating to transactions associated in any way with your Pathtide account, including but not limited to Tenant payment(s), VT Fees, Communication Fees, application fees, and Chargeback & NSF Expenses. In the event that you choose to pass through Chargeback & NSF Expenses to Your Tenant(s), You are choosing to do so in Your sole and exclusive discretion and are solely responsible for verifying Your compliance with any and all applicable laws and regulations in the location where the Door and Tenant are located.
Late Payments
If You fail to timely pay any fees, Taxes, Usage Fees, Financial Obligations, Chargeback & NSF Expenses, VT Fees or other charges/amounts (collectively, "Late Amounts") as due pursuant to or under this Agreement, Pathtide shall have the absolute right, in addition to any and all other rights at law and equity, to immediately terminate Your use of and/or access to, without limitation, the Services, and retain legal and collection services in order to collect all delinquent Late Amounts. You agree to pay all fees and expenses, including attorney’s fees, court costs, and other expenses at all levels including on appeal, incurred by Pathtide in connection with the collection of Late Amounts.
Late Amounts owed to Pathtide that are not paid in full within fifteen (15) days of the applicable due date are also subject to both (1.) a late payment charge equal to the lesser of (a.) twenty percent (20%) of Your most recent Usage Fee or (b.) the maximum amount permitted by applicable law, and (2.) interest in an amount equal to the lesser of (a.) 2% per month or (b.) the maximum rate permitted by applicable law.
Upcharges
If included as a feature on Your subscription plan with Pathtide, You may elect to impose an Up-Charge Manager ACH Fee on Your prospective Tenants or current Tenant(s) in addition to any fees You charge in connection with Your engagement or rental contract with such managed via the Services. Such charges will either be included in the rent charged to Your Tenant, or if charged separately, disclosed to Tenant via the Services. In the event that you choose to upcharge or impose an Up-Charge Manager ACH Fee or other fee to your prospective tenant(s) or current Tenant(s), You understand and agree that You are solely responsible for verifying Your compliance with any and all applicable laws and regulations in the location where the Door and Tenant(s) / prospective tenant(s) is/are located.
Personal Guarantee, Financial Obligations and Verification Checks
You irrevocably, absolutely and unconditionally guarantee to Pathtide the full and prompt payment of all monetary obligations due under this Agreement or which are related in any way to your Pathtide subscription, fees, Pathtide account, or Pathtide Merchant Account(s). All such monetary obligations, include but are not limited to, chargebacks, disputes, and negative balances (hereinafter collectively "Financial Obligations").
In the event of any due or otherwise unpaid Financial Obligations, You agree to pay the full sum of such Financial Obligations to Pathtide, or as the case may be, to reimburse Pathtide, in a timely manner but not exceeding fifteen (15) days from Pathtide’s request.
Moreover, in the event of any Financial Obligation related in any way to a Pathtide Merchant Account that is connected to Your Pathtide account, whether or not You (a.) completed the application for approval for such Merchant Account or (b.) are the listed owner of the bank account(s) to which the Pathtide Merchant Account is connected, You understand and agree that You are personally guaranteeing all Financial Obligations in any way associated with or related to such Pathtide Merchant Account and/or Your Pathtide account. In the event requested by Pathtide, in its sole discretion, and/or to the extent required under applicable law to ensure your compliance with and/or enforceability of the obligations hereunder, You shall execute any document in connection with Your guarantee obligations hereunder, or cause the individual person controlling or managing You to do so, including entering into a separate personal guarantee towards Pathtide.
In addition, You agree to pay all reasonable attorneys' fees and all costs and expenses incurred in collecting or compromising any indebtedness, including but not limited to Financial Obligations, hereunder, and/or in enforcing the personal guarantee against You. This personal guarantee is in no way conditioned or contingent on any attempt to collect from any other person or entity. Simply put, all Financial Obligations are Yours and Yours alone. This personal guarantee shall be binding on You and shall inure to the benefit of Pathtide and its successors and/or assigns. The obligations of the personal guarantee shall remain in full force and effect notwithstanding Your death or disability.
In connection with use of Pathtide’s Services, Your application for a Pathtide Merchant Account, Financial Obligations, collection of rent, applications fee(s), or other monies via the 3rd Party Provider Services, and/or sending of monies via 3rd Party Provider Services, You irrevocably authorize Pathtide to run, from time to time as Pathtide sees fit in its sole and absolute discretion, one or more identity verification and/or financial verification searches and/or checks, including but not limited to credit checks and background checks, both on Your business and on You personally, and understand and agree to the terms and provisions located at https://www.Pathtide.com/legal/PathtidePay (the "PathtidePay Agreement"), as may be updated from time to time in Pathtide’s sole and absolute discretion without notice to You, and You agree that it is Your sole and exclusive responsibility to regularly check and review any and all updates to the PathtidePay Agreement.
Loans & Payment Processing
Pathtide's Platform serves as a venue between and amongst You, Payment Processors, and certain providers or loans and other financial and credit products and services (hereinafter collectively, "Payment Processors & Loan Providers"), and offers You the convenience of processing rent and other charges as well as obtaining loans from Payment Processors & Loan Providers, all subject to Payment Processors & Loan Providers’ terms and conditions as amended from time to time.
For the avoidance of doubt, Pathtide acts solely as a venue in facilitating the availability of payment processing and loans (and other financial and credit products and services) from Payment Processors & Loan Providers and is not a party to, and has no involvement or liability in, the agreements between and amongst You. Pathtide does not endorse, guarantee, or assume responsibility for any loan, payment processing, or any other financial, credit product(s) or service(s) from Payment Processors & Loan Providers, does not provide any legal or financial advice in relation thereof, and You are encouraged to seek Your own legal and financial advice prior to the entering into any agreement for any payment processing, or any other financial, credit product(s) or service(s) with Payment Processors & Loan Providers.
You understand and agree that: by using PathtidePay Services, You authorize Pathtide to share your Personal Data, as defined in the privacy policies of Pathtide and Payment Processors & Loan Providers, with such entities and their affiliated financial institutions to the extent necessary for the performance of the respective services, in accordance with applicable law. This authorization includes sharing ongoing processing history, associated data, and any information provided by You as part of your application for PathtidePay Services. Pathtide will ensure that any data shared is limited to what is necessary for providing these services and will implement appropriate safeguards to protect your data. You have the right to revoke this authorization, which may impact the provision of the services. Pathtide will provide clear and accessible information on data sharing practices and obtain explicit consent where required, ensuring compliance with all relevant privacy regulations;
Payment Processors & Loan Providers, and their affiliates, may send you marketing and other materials with respect to their services and products, in accordance with applicable laws and such Payment Processors and Loan Providers' applicable privacy policies; the terms and conditions of Payment Processors & Loan Providers may result in monies being automatically deducted from rental and other monies that would otherwise be deposited into one or more of Your bank accounts connected to Your Pathtide account; and Pathtide shall have no liability to You or otherwise with respect to any matter concerning, arising out of, or in any way related to Payment Processors & Loan Providers.
While Pathtide aims to provide You with a variety of Payment Processors & Loan Providers options that may meet Your financial needs, it's important to know that Pathtide may receive a commission or other benefits from these Payment Processors & Loan Providers for featuring their loans, services and/or other products and facilitating the connection via the Platform and the PathtidePay Services. This relationship does not influence the selection or ranking of the loans, services and/or other products presented to You, which are based on Your preferences and eligibility criteria.
Survival
All of Your obligations detailed in this Section shall survive any termination or expiration of this Agreement.
Pathtide hopes that You will choose to stick with Pathtide as Your property management software provider. However, there may come a time where you (or Pathtide) chooses to suspend or terminate your access to and/or use of Services. We want you to be aware of both your and Pathtide’s suspension and termination rights.
Termination/Suspension for Convenience
Pathtide may, for any reason or no reason, suspend or terminate this Agreement, Permit Authorization, Your or Your User’s access to and/or use of Services, and/or reduce to zero (0) the number of Units, effective upon the expiration of the then current Term, by providing You at least five (5) business days’ written notice (email to the main account holder shall be legally sufficient). You may terminate this Agreement by notifying Pathtide in writing in accordance with this Agreement’s notice provisions, at least five (5) business days prior to the end of the current Term.
Termination/Suspension for Cause
Pathtide may, in its sole and absolute discretion, immediately suspend or terminate this Agreement, Permit Authorization, Your or Your User’s access to and/or use of Services, and/or reduce to zero (0) the number of Units, with immediate effect if Pathtide believes in its sole discretion that You or any User has breached, based on Pathtide's reasonable belief, this Agreement, the Privacy Policy or other agreement between or amongst Pathtide and Customer and/or its User(s), including those located at www.Pathtide.com/legal which are incorporated herein by reference; fail to timely pay an amount due to Pathtide or a 3rd Party Provider, or Your account becomes delinquent; or any User caused, may reasonably cause, or is associated, based on Pathtide reasonable belief, with conduct that is illegal, fraudulent, or that could otherwise cause harm (i.e., legal, financial, business or reputational) to Pathtide, the 3rd Party Providers, affiliates, or others; or any User engages in abusive, harassing, or threatening behavior—whether verbal, written, or otherwise—toward Pathtide, its employees, officers, contractors, agents, or affiliates; or are judged bankrupt or insolvent, make a general assignment for the benefit of Your creditors, a trustee or receiver is appointed for You, or any petition by or on Your behalf of such party is filed under any bankruptcy or similar laws.
Reactivation Fees
In the event that Pathtide suspends or terminates this Agreement, the Permit Authorization or Your access to or use of Services for Cause in accordance with Section 11B herein, and thereafter Pathtide agrees, in its sole and absolute discretion, to reactivate any of the aforementioned, You must first pay (1.) a reactivation/re-access fee of at least $100 (varies depending on the number of Units), (2.) to the fullest extent permitted by law, all costs, expenses and legal fees incurred by Pathtide in collecting any delinquent fees due to Pathtide, (3.) all outstanding Usage Fee and Late Amounts, including interest thereon, in full, and (4.) any other amounts reasonably requested by Pathtide in accordance with this Agreement.
Increases in Fees Including Late and Reactivation/Re-Access Fees
Pathtide may increase, in its sole and absolute discretion and without prior notice to You, the fees identified in Sections 10 & 11 of this Agreement.
Amounts Owed
In the event of any termination or suspension of this Agreement, You agree to pay the balance due on Customer’s account, including any and all outstanding Usage Fee, Late Amounts, additional fees, and the like (collectively, “Amounts Owed”). You authorize Pathtide to charge Amounts Owed to Your credit card, debit card, and/or bank account on file with Pathtide, or otherwise, in Pathtide’s sole and exclusive discretion, bill You for such Amounts Owed.
Customer's Data Upon Termination/Suspension
In the event this Agreement or Your access to the Services is terminated or suspended, You will have thirty (30) days from the date of the termination to reactivate Your account, after which Pathtide may, in its sole and absolute discretion and without notice or liability, withhold access to, remove, discard, or delete Your entire account including Customer's Data, or otherwise do with Customer's Data as Pathtide determines to be in its business interests. Notwithstanding anything to the contrary, upon termination for cause pursuant to Section 11B, Customer’s and User’s right to access or use Services as well as to retrieve Customer's Data shall immediately cease, and Pathtide shall have no further obligations under or pursuant to this Agreement, all subject to the Privacy Policy and applicable law with regard to any personal data.
Hold(s)
You understand and agree that in the event of any termination or suspension of this Agreement, Pathtide may (in its sole and absolute discretion) hold (i.e., not disburse) monies to You and/or on any bank account connected to Your Pathtide Platform, for an indeterminable amount of time, in order to protect Pathtide interests including from chargebacks, fraud and the like. However, Pathtide agrees to work with You in good faith to timely resolve any and all such holds. Notwithstanding any such hold, You understand and agree that Pathtide shall not be responsible or liable for, without limitation, any damages (including but not limited to special, punitive, consequential, direct or indirect), penalties, fees, charges, or interest associated with any such hold(s).
At Own Risk
You understand and agree that You and Users access and use the Services, 3rd Party Provider Services, Pathtide’s Website, and Platform at Your (and their) own risk; without limitation, all applications, rental terms, postings, communications, text messages, property listings, lease agreements, images, photos, files, video, and other information, materials or documents posted or transmitted on or via, without limitation, the Social Areas, the Platform, Tenant’s Portal Account, or Pathtide’s Website, by You and/or any third party including without limitation, Pathtide's other customers, 3rd Party Providers, or User(s) (collectively, "Content-By-Others"), are the sole responsibility of such third parties from whom such Content-By-Others originated; and YOU BEAR SOLE RESPONSIBILITY FOR EVALUATING, AND ARE SOLELY RESPONSIBLE FOR ALL RISKS ASSOCIATED WITH, THE USE OF ANY CONTENT-BY-OTHERS, AND THAT UNDER NO CIRCUMSTANCES WILL PATHTIDE BE LIABLE FOR ANY CONTENT-BY-OTHERS OR FOR ANY DAMAGE OR LOSS OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT-BY-OTHERS.
While Pathtide has no obligation (legal or otherwise), Pathtide reserves the right (in its sole and absolute discretion) to delete, edit and/or refuse to post any and all Content-By-Others for any or no reason.
Disclaimers
TO THE FULLEST EXTENT PERMITTED BY LAW: PATHTIDE DISCLAIMS ALL LIABILITY ARISING OUT OF OR RELATING IN ANY WAY TO CONTENT-BY-OTHERS OR 3RD PARTY PROVIDER SERVICES. MOREOVER, PATHTIDE NEITHER WARRANTS NOR GUARANTEES, AND YOU SHALL NOT HOLD PATHTIDE RESPONSIBLE FOR, THE CONTENT-BY-OTHERS (INCLUDING WITHOUT LIMITATION, THE ACCURACY OR TRUTH OF SUCH CONTENT-BY-OTHERS), OR THE NATURE, SAFETY, QUALITY, CONDITION, MANAGEMENT OF ANY PROPERTIES, OR THE COMPLIANCE WITH ANY LAWS, REGULATIONS OR RULES THAT MAY BE APPLICABLE TO SUCH PROPERTIES. WITHOUT LIMITING THE FOREGOING, PATHTIDE MAKES NO REPRESENTATIONS, GUARANTEES OR WARRANTIES, AND FOR AVOIDANCE OF DOUBT, DISCLAIMS ALL WARRANTIES, REGARDING THE SUITABILITY, COMPLETENESS, ACCURACY, TIMELINESS, SUITABILITY OR RELIABILITY OF 3RD PARTY PROVIDER SERVICES OR CONTENT-BY OTHERS.
THE SERVICES, THE PLATFORM, PAYMENT PORTAL, PATHTIDE’S PAYMENT OFFERINGS, PATHTIDE'S WEBSITE AND PATHTIDE'S CONTENT ARE PROVIDED "AS IS" AND PATHTIDE MAKES NO, AND HEREBY DISCLAIMS ANY AND ALL, CONDITIONS, REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF TITLE, ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR USER OR PURPOSE OR NON-INFRINGEMENT, OR THAT ANY OF THE ABOVE SHALL BE AVAILABLE, SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE. MOREOVER, PATHTIDE ASSUMES NO, NOR SHALL IT HAVE ANY DUTY, TO UPDATE PATHTIDE'S CONTENT OR THE SERVICES.
NEITHER THE SERVICES NOR ANY OF PATHTIDE'S CONTENT ARE LEGAL, ACCOUNTING, OR FINANCIAL ADVICE, SHALL NOT BE RELIED UPON AS SUCH AND WE ENCOURAGE YOU TO CONSULT WITH YOUR OWN LEGAL OR FINANCIAL CONSULTANT(S) BEFORE UTILIZING ANY OF THE SERVICES THAT MAY HAVE LEGAL OR FINANCIAL RAMIFICATIONS.
PATHTIDE DISCLAIMS ALL LIABILITY AND YOU RELEASE AND DISCHARGE THE PATHTIDE ENTITIES OF AND FROM ANY AND ALL CLAIMS, DEMANDS, DAMAGES, LIABILITIES, LOSSES, COSTS AND EXPENSES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY AGREEMENTS, DISPUTES OR OTHER MATTERS OR ANY KIND OR NATURE (A.) ARISING BETWEEN YOU AND YOUR USERS AND/OR TENANTS, INCLUDING IN RELATION TO THE MANAGEMENT, RENTAL OR LEASE OF PROPERTIES AND RELATED MATTERS (INCLUDING PAYMENT AND NON-PAYMENT) BETWEEN AND OR AMONGST USERS, OWNERS, TENANTS AND/OR PROPERTY MANAGERS, AND/OR (B.) RELATED IN ANY WAY TO OR CONNECTED IN ANY WAY WITH PATHTIDE’S DISCLOSURE OF ANY INFORMATION AND/OR MATERIALS MADE IN COMPLIANCE OR IN RESPONSE TO A LEGAL OR THIRD PARTY REQUEST.
If You are entering into this binding Agreement on Your own behalf, You affirmatively represent and warrant that You and Your Users (1.) are at least eighteen (18) years old, (2.) have reached the age of legal majority in your jurisdiction of residence, (3.) are legally authorized to enter into this Agreement, and if a landlord or property manager, have the necessary rights, licenses, certification(s) and authority to offer Units and otherwise engage in transactions with Tenants and other Users via the Services (4.) are neither a competitor of Pathtide’s nor do you otherwise represent, directly or indirectly, the interests of a competitor to Pathtide.
If You are entering into this binding Agreement on behalf of a company, entity or person, in addition to the representations in Section 13A You also affirmatively represent and warrant that You are legally authorized to enter into this Agreement on behalf of the company, entity or other person.
In addition to its other representations and warranties contained herein, You represent and warrant that You have not provided any false information to Pathtide in order to gain access to the Services and that You own, or have the legal right and authority to manage on behalf of a third-party, the properties, units and the like that You enter into Pathtide and/or which is entered into Pathtide on Your behalf, at Your request, by Pathtide and/or others.
Not Liable
Pathtide is not liable for any other Pathtide customer(s), User(s), User Website(s) or 3rd Party Providers including without limitation, Pinata, Stripe, Checkbook.io, Sure, Lemonade, Zapier.com, TransUnion, DropBoxSign, Apartments.com, Zillow.com, Rent.com, Zumper, Dwellsy, RentalSource or others. The inclusion of any link to or integration with 3rd Party Provider Services or products does not imply an approval, endorsement, or recommendation by Pathtide. You understand and agree that You access and use any and all such 3rd Party Provider Services at Your own risk. Moreover, in the event of a dispute with any other customer, User, Tenant (including over non-payment of any rental fees, landlord and property manager duties and Chargeback & NSF Expenses), and/or 3rd Party Provider, you agree to release Pathtide from any and all claims, demands, damages of every kind and nature arising out of or in any way connected with such disputes.
Liability Exclusions
IN NO EVENT SHALL PATHTIDE, ITS PARENT ORGANIZATIONS, AFFILIATES, SUBSIDIARIES, OR LICENSORS, OR EACH SUCH ENTITY’S RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (THE "PATHTIDE ENTITIES") BE LIABLE TO CUSTOMER OR USER FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY TYPE OR KIND UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF DATA, REVENUE, PROFITS, USE, SECURITY OF DATA (INCLUDING BUT NOT LIMITED TO CUSTOMER'S DATA), GOODWILL, OR OTHER ECONOMIC ADVANTAGE ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICES OR PATHTIDE'S CONTENT, USER’S WEBSITE(S) INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE OR ACCESS ANY OF SUCH FOR ANY REASON (INCLUDING AS A RESULT OF ANY TERMINATION OR SUSPENSION OF CUSTOMER’S OR USER’S ACCOUNT, INTERNET OR HARDWARE ISSUES AND MAINTENANCE), OR FOR ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF THE APPLICABLE PATHTIDE ENTITY FROM WHICH DAMAGES ARE BEING SOUGHT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Limit of Liability
THE AGGREGATE LIABILITY OF THE PATHTIDE ENTITIES UNDER THIS AGREEMENT OR ARISING OUT OF, FROM OR RELATED IN ANY WAY TO THIS AGREEMENT, THE CUSTOMER PORTAL, TENANT’S PORTAL ACCOUNT, PAYMENT PORTAL, PATHTIDE’S PAYMENT OFFERINGS, PATHTIDE'S CONTENT, SERVICES, PATHTIDE MERCHANT ACCOUNT(S), USER WEBSITE(S) OR OTHERWISE, SHALL BE LIMITED TO THE LESSER OF (1.) THE AMOUNT ACTUALLY PAID BY AND DUE FROM CUSTOMER TO PATHTIDE IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO ANY SUCH LIABILITY OR (2.) $1,000.
Time Restriction
YOU WAIVE THE RIGHT TO ASSERT A CLAIM OR DISPUTE AGAINST PATHTIDE ENTITIES MORE THAN TWELVE (12) MONTHS AFTER THE FIRST EVENT OR FACT THAT GIVES RISE TO THE CLAIM OR DISPUTE.
Indemnification
Pathtide agrees to indemnify and hold you harmless from and against any rightfully brought claim, lodged against you by a third party in a court of law, that the Services directly infringe on such third party’s trademark, copyright, patent, trade secret or other Intellectual Property (rights). Pathtide's indemnification hereunder shall be conditioned upon: (a) Customer notifying Pathtide of the claim immediately upon becoming aware thereof, (b) Customer allowing Pathtide to assume full control of the defense and settlement of such claim, and (c) Customer reasonably cooperating with Pathtide in the defense and settlement of the claim.
You agree to defend as requested by Pathtide (and for avoidance of doubt, only Pathtide shall have the right to settle in Pathtide’s exclusive discretion), indemnify, and hold harmless the Pathtide Entities from and against any and all claims, causes of action, costs, damages, fines, losses, liabilities and expenses (including reasonable attorneys’ fees and costs) and all third-party claims arising out of, resulting from, related to, or in any way connected with:
If Pathtide is required to respond to a subpoena, court order, or other legal request for information related in any way to your account, activities, or transactions, you agree to fully reimburse Pathtide for all reasonable costs and expenses incurred in responding to such requests. This includes, but is not limited to, attorneys’ fees, court costs, employee time, third-party expenses, and any other costs directly or indirectly associated with compliance and/or responding.
Confidentiality
Except as otherwise explicitly stated in this Agreement You agree to not disclose and to maintain the confidentiality of any non-public or proprietary information of Pathtide which can be reasonably understood under the circumstances to be confidential (hereinafter, “Confidential Information”). You may not disclose Pathtide's Confidential Information to third parties other than to Your directors, authorized Users, employees, advisors, or consultants ("Representatives") on a “need to know” basis strictly for the purposes of this Agreement and provided You will be liable to any breach or unpermitted disclosure by Your Representatives.
Confidential Information shall not include information that: (i) is now or subsequently becomes generally available in the public domain through no fault or breach on Your part or that of Your Representatives; (ii) You can demonstrate in Your records to have had rightfully in Your possession prior to Pathtide's disclosure; (iii) You rightfully obtain from a third party who has the right to transfer or disclose it, without default or breach of this Agreement or any other agreement; or (iv) You can demonstrate in Your records to have independently developed it, without breach of this Agreement and/or any other agreement and/or any use of the Confidential Information.
Notwithstanding the above, Confidential Information may be disclosed pursuant to the order or requirement of a court, administrative agency or other governmental body; provided, however, that You shall, to the extent lawfully permitted, provide prompt written notice of such court order or requirement to Pathtide to enable Pathtide to seek a protective order or otherwise prevent or restrict such disclosure.
Customer may not remove or export from the United States or allow the export or re-export of the Services or any related technology or materials in violation of any restrictions, laws, or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority, and You will be liable for any such violation by Your Users.
Pathtide, in its sole and absolute discretion, may, without notice to You and without any restriction, assign or otherwise transfer this Agreement as well as any or all of Pathtide’s rights and/or obligations hereunder. Neither this Agreement nor any of Your or Your authorized Users' rights or obligations hereunder, may be assigned by You (or them) without the prior written consent of Pathtide which may be withheld in Pathtide’s sole and absolute discretion. Any purported assignment in violation of this Section shall be void ab initio and of no force and effect. Subject to the foregoing, the terms and provision of this Agreement will bind to the parties’ respective successors and assigns.
Amendment
Pathtide reserves the right to modify, in its sole and absolute discretion, this Agreement at any time effective upon posting of an updated version of this Agreement. You are responsible for regularly reviewing this Agreement and Your (or any authorized User’s) use or accessing of the Service after any such changes shall constitute Your consent to such modification(s). Notwithstanding, any modification(s) to this Agreement shall not apply to a dispute between You and Pathtide arising prior to the effective date of any such modification(s).
Entire Agreement
This Agreement (including any attachments and agreements incorporated by reference, and its Preamble) is the entire agreement between You and Pathtide relating to the subject matter herein. In the event of any conflict between this Agreement and its attachments and schedules with regard to the subject matter herein, this Agreement shall prevail, other than with regard to (i) any Order Form(s) whose specific commercial terms will prevail, with later Order Form(s) taking precedence over earlier ones or (ii) 3rd Party Provider terms and agreements, which will prevail with regard to the 3rd Party Provider Services.
Captions; Sections
Captions and headings in this Agreement are for convenience only and in no way define, limit, or describe the scope or intent of the provisions hereof. Any reference to a Section shall mean a Section in the body of this Agreement unless explicitly stated otherwise.
Construction; Severability
Wherever possible, each provision of this Agreement is to be interpreted in such a manner as will be effective and valid under applicable law, but if any provision of this Agreement is prohibited by or invalid under applicable law, such provision will be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Agreement.
Governing Law; Venue
This Agreement is made under and is to be governed by, and construed in accordance with, the laws of the State of Florida without regard to its conflicts of laws principles, and is subject to binding arbitration in accordance with the arbitration agreement set out in Section 19. Notwithstanding the foregoing, the appropriate court with jurisdiction in Miami-Dade County, Florida shall have the authority, personal jurisdiction and venue to determine (a) whether any provision of the arbitration agreement in Section 19 should be severed and the consequences of said severance, (b) whether a party has complied with conditions precedent to arbitration, (c) handle requests for injunctive relief or (d) handle any claims carved out from the arbitration agreement under Section 19F. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.
Independent
You are solely responsible for managing Your staff, employees and contractors, and for all of their benefits, liabilities, taxes and compensation. Additionally, no joint venture, partnership, agency or employment relationship exists between Pathtide and You.
Notice
Pathtide may give notice to You by means of a specific and/or general notice on the Customer Portal or Service, electronic mail to Your email address on record with Pathtide, or by written communication sent by first class mail or pre-paid post to Your address on record with Pathtide. Such notice shall be deemed to have been given upon the expiration of forty-eight (48) hours after mailing or posting (if sent by first class mail or pre-paid post) or twelve (12) hours after sending (if sent by email or general notice). You may only provide Notice (deemed given only upon actual acknowledged receipt by Pathtide) to Pathtide by both providing (1.) a letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to Pathtide at the following address: Pathtide, Inc., 1601 Washington Ave, Suite 200, Miami Beach, FL 33139 USA, and addressed to the attention of: Legal Department, or delivered to Us in person; AND (2.) an electronic message via the contact form found at https://www.Pathtide.com/contact.
Notwithstanding, with respect to Dispute Resolution, the notice conditions contained in Section 19 of this Agreement must also be complied with. The methods and locations may be updated from time to time in Pathtide's sole and absolute discretion without notice to You, by amending this Agreement.
Waiver
Any of Customer's or User obligations or Pathtide's rights under any of the provisions of this Agreement, may only be waived upon the written agreement of Pathtide, executed by either its General Counsel or a C-level executive. Notwithstanding the foregoing, no such written waiver, or any other action or inaction deemed to be a waiver by any court or governmental authority will be deemed to be a waiver under any other prior or subsequent requirement or obligations under any other provision of this Agreement.
Force Majeure
While Pathtide will take reasonable steps to mitigate, You agree that Pathtide Entities will not be liable to You (or Your Users) for any damages, delay or failure to perform, and shall be excused from, any obligation under this Agreement where the delay or failure results from any cause beyond Pathtide Entities’ reasonable control, including, without limitation, pandemics, endemics, acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquakes, hurricanes, tornados, storms, wildfires, natural disasters, or other elements of nature, blockages, embargoes, riots, strikes, lockouts, acts or orders of government, acts of terrorism, or war.
Remedies
All of Pathtide's stated rights and remedies hereunder are cumulative, not exclusive and in addition to Pathtide's rights and remedies under any other agreement or law.
Survival
The provisions of Sections 10-15 and 18-19 shall survive the termination or expiration of this Agreement for any reason.
If you believe that your copyrighted work has been infringed upon through our services, please submit a DMCA notice to us. To ensure that your notice complies with the DMCA, please include the following information:
Send your DMCA notice to:
Pathtide, Inc
Attn: Legal Department
Email: legal@PathtidePM.com
With respect to all notices provided in compliance with the above, we will investigate, respond to, and take appropriate action as required by the DMCA.
Jury Waiver
YOU AND PATHTIDE HEREBY WAIVE ALL RIGHTS TO TRIAL BY JURY IN ANY CLAIM, ACTION, PROCEEDING OR COUNTERCLAIM BY ANY MATTERS ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR SERVICES.
Injunctive Relief
You agree that any breach of Sections 3, 8 or 15B of this Agreement by You or Your User, may cause Pathtide irreparable harm. As such, in addition to Pathtide’s right to seek any and all available remedies and damages in both law and equity, Pathtide may also without notice to You or User seek immediate injunctive relief without the posting of a bond in any competent court.
Friendly Consultation & Mediation
In the event a dispute arises out of or in connection with this Agreement, the parties will first attempt to resolve the dispute through friendly consultation. If the dispute is not resolved within a reasonable period of time, not to exceed thirty (30) days, then any or all outstanding issues may be submitted by the parties to non-binding mediation. If mediation is not successful in resolving the entire dispute or has not concluded within thirty (30) days from submission to mediation, then any and all outstanding issues will be submitted to binding arbitration as hereinafter delineated.
Arbitration Disputes
All claims, disputes, and other matters arising out of or relating in any this Agreement or any breach thereof, shall be decided by arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association then effective.
Demand for Arbitration
A party's notice of the demand for arbitration must be served, (1) either (i) in person or (ii) by an overnight courier service which obtains a receipt to evidence delivery in accordance with section 18G (to the extent delivered to Customer's address provided or available to Pathtide) or (iii) as otherwise permitted by applicable law), as well as (2) in writing with the American Arbitration Association.
Arbitration Process
Claims shall be heard by a panel of three (3) arbitrators. The place of arbitration shall be Miami, Florida. The arbitration shall be governed by the laws of the State of Florida. The arbitrator shall award to the prevailing party, if any, as determined by the arbitrators, all of their costs and fees. "Costs and fees" mean all reasonable pre-award expenses of the arbitration, including the arbitrator’s fees, administrative fees, travel expenses, out-of-pocket expenses such as copying and telephone, costs, witness fees, and attorneys' fees. The award rendered by the arbitrator shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction of such award.
Exclusion of Class Actions
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AND PATHTIDE AGREE THAT (A) EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS, (B) WE BOTH HEREBY WAIVE ANY RIGHT TO BRING CLAIMS AS PART OF ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (C) UNLESS BOTH YOU AND PATHTIDE AGREE TO THE CONTRARY, MORE THAN ONE PARTY'S CLAIMS MAY NOT BE CONSOLIDATED OR JOINED BY THE APPLICABLE COURT OR ANY ARBITRATION TRIBUNAL, AND (D) ANY RELIEF AWARDED TO YOU CANNOT AFFECT OTHER USERS, AND VICE VERSA.
This Section does not require friendly consultation and mediation prior to or arbitration of the following claims: (i) individual claims brought in small claims court; (ii) injunctive or other equitable relief to stop unauthorized use or abuse of Pathtide's Website or Platform or Intellectual Property infringement or misappropriation or (iii) Pathtide's claims due to Your nonpayment of fees and other costs under the Agreement or Pathtide's collection of such fees and costs.
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