Privacy Policy and Terms of Service

THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION AND A CLASS ACTION WAIVER. BY CREATING AN ACCOUNT WITH SKYQUOTE YOU AGREE TO THESE TERMS AND TO RESOLVE DISPUTES BY ARBITRATION ON AN INDIVIDUAL BASIS.

These Terms of Service (the "Terms") are a binding agreement between SkyQuote, Inc. ("SkyQuote," "we," "us," or "our") and the business entity that creates an account or uses our products or services ("Customer," "you," or "your"). These Terms are for business-to-business use.

By creating an account with SkyQuote, you agree to these Terms and you represent that you have authority to bind your business.

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1. Accounts and Acceptance

1.1 Authority. You represent you are acting for a business and have legal authority to bind that business.

1.2 Assent. Creating an account or using any SkyQuote service is your affirmative consent to these Terms.

1.3 Records. We may maintain records of signups and account actions, including timestamps and account metadata, which may be used to evidence assent.

1.4 Organizations, Accounts, and Users. When an owner creates a SkyQuote organization (the "Organization"), that owner becomes the Organization Owner. The Organization may include multiple user accounts, each with separate credentials, invited by the Organization Owner or an admin. Each invited user must create their own user account and, by signing in, agrees to these Terms. Roles and permissions are managed by the Organization Owner or admins.

1.5 Business Use Only. You affirm and agree that you are using the Services in a business or professional capacity, not as a consumer. For clarity, "business" includes any incorporated or unincorporated form such as corporation, LLC, partnership, sole proprietorship, or independent contractor.

1.6 No Consumer Status Claims. You agree not to assert that you are a consumer for purposes of these Terms. If you misrepresent your status and we suffer costs, losses, or liabilities as a result, you will indemnify SkyQuote for those amounts and we may suspend or terminate the account.

1.7 Admin Instructions. You authorize SkyQuote to act on instructions from the Organization Owner and designated admins regarding the Organization and all user accounts within it, including provisioning, deprovisioning, role changes, data access, exports, and legal holds.

1.8 Ownership of Account and Data. The Customer (the business associated with the Organization) owns the Organization and its Customer Data. Individual user accounts created within an Organization are associated with the Customer. SkyQuote may rely on the Organization Owner's representation of ownership and control.

1.9 Joining by Invitation Only. Users may join an Organization only by invitation issued by the Organization Owner or an admin. By joining, the user agrees that the Organization Owner may control their access, roles, and data associated with the Organization workspace.

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2. Services and Changes

2.1 Scope. SkyQuote provides software and related services for roofing contractors and allied businesses. These include estimating tools, measurement tools, lead capture, workflow modules, and related interfaces (the "Services").

2.2 Changes to Services. We may modify the Services, including features, functionality, or availability.

2.3 Changes to Terms. We may update these Terms at any time. Updated Terms will be posted and identified as revised. Your continued use of the Services after an update is your acceptance of the update. If you do not agree, you must stop using the Services before the update takes effect.

2.4 Changes to Prices and Plans. We may change prices, plans, and packaging. If we make a material price change for your active subscription, we will provide reasonable notice before it takes effect. If you do not agree, cancel before the change date.

2.5 Workspaces. Each Organization operates as a workspace that may include multiple projects, jobs, and configurations. Settings applied at the Organization or workspace level may affect all user accounts within that workspace.

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3. Fees, Billing, Refunds, and Chargebacks

3.1 Fees. You agree to pay all subscription, usage, credit-based, and other fees disclosed at purchase or in your account. Prices are exclusive of taxes unless stated otherwise. You are responsible for all taxes, duties, and government charges.

3.2 Billing Authorization. You authorize SkyQuote and its payment processors, including Stripe, to charge all due amounts to your designated payment method on the disclosed cadence and to store that payment method for future charges.

3.3 Billing Cycle. Subscription fees are charged on the billing date shown in your account and renew automatically until canceled. Your billing date may change if a payment does not settle, if you change plans, or if your cycle includes a day not present in a given month.

3.4 Payment Methods. You must keep a current, valid payment method on file. If your primary method fails, you authorize charges to any backup method on file. You remain responsible for uncollected amounts.

3.5 Refund Policy. Unless we expressly state otherwise in writing, all fees are non-refundable once charged. This includes subscriptions, usage, add-ons, overages, and credit purchases. We do not provide prorated or partial refunds for mid-cycle cancellations, unused time, or unused credits, except where required by law.

3.6 Trials and Promotions. Trials and promotional credits, if offered, are one-time, may be revoked for abuse, have no cash value, and are non-refundable. Converting from a trial begins paid billing automatically unless you cancel before the trial ends.

3.7 Cancellation. You can cancel at any time in your account settings. Cancellation takes effect at the end of the current billing period. Access continues through that period.

3.8 Chargebacks and Disputes. You agree to contact SkyQuote first at [email protected] to attempt resolution before initiating a chargeback. Initiating a chargeback without first giving us a reasonable opportunity to resolve the issue is a material breach of these Terms.

3.9 Representment Authorization. You authorize SkyQuote and its processors to submit evidence to dispute any chargeback, retrieval, or inquiry. Evidence may include order records, signup logs, timestamps, account activity, communications, and your acceptance of these Terms.

3.10 Recovery of Chargeback Amounts and Fees. If a chargeback occurs, you remain responsible for the underlying amount and any processor dispute fees, fines, or penalties. You authorize us to recharge your payment method or invoice you. We may suspend or terminate access for unpaid chargebacks.

3.11 Failed Payments. If a payment fails, we may retry charges, require an alternate method, assess late fees where permitted, restrict features, or suspend the account until payment is made.

3.12 Currency. Charges are processed in U.S. dollars (USD). Bank fees and exchange differences are your responsibility.

3.13 No Setoff. You may not withhold, set off, or net amounts owed to SkyQuote against claims you assert.

3.14 Seats and Team Members. Certain plans are billed by the number of seats or active team members. Adding users above your plan's included seats authorizes SkyQuote to charge prorated or incremental fees for the additional seats for the remainder of the billing period and at renewal.

3.15 Role Changes and Deprovisioning. Reducing seats or removing users takes effect prospectively. Previously charged fees for the current billing period are not refunded, except where required by law.

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4. Credits and Usage Meters

4.1 Credits. If the Services include credits or metered usage, purchasing or receiving credits grants the ability to request defined features or workloads, subject to technical limits and availability.

4.2 No Cash Value. Credits are not currency, have no cash value, are non-transferable, and are not refundable.

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5. Measurements and Estimates

5.1 No Guarantee of Accuracy. All measurements, calculations, reports, and estimates generated by any SkyQuote tools are provided "as is" for informational and estimating purposes only. SkyQuote does not guarantee the accuracy, completeness, fitness, or reliability of any measurement or estimate.

5.2 Independent Verification. You are solely responsible for reviewing and independently verifying all measurements and estimates before relying on them for pricing, contracting, permitting, construction, or safety.

5.3 Assumption of Risk. You assume all risk from the use of measurements and estimates. If precise or legally reliable measurements are required, obtain professional measurement services or on-site verification.

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6. Legal Compliance and Acceptable Use

6.1 Your Legal Compliance. You are responsible for ensuring your access to and use of the Services complies with all laws, regulations, and codes applicable to you and your location and industry. These include licensing, data protection, consumer protection, telemarketing, advertising, building, and safety rules. SkyQuote is not responsible for your compliance obligations.

6.2 Prohibited Conduct. You will not misuse the Services, attempt unauthorized access, reverse engineer or decompile except where permitted by law, circumvent usage limits, infringe or violate third-party rights, or use the Services to create or distribute malware, spam, or illegal content.

6.3 Export and Sanctions. You represent you are not prohibited from receiving the Services under applicable export control, sanctions, or trade laws. You will not use the Services in violation of such laws.

6.4 Fair Use and Limits. We may apply technical or rate limits to ensure stability, fairness, and security.

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7. Competitor Access and Benchmarking

7.1 No Competitive Use Without Consent. If you are a competitor, or you access the Services to monitor, benchmark, or evaluate functionality for competitive purposes, you must first obtain SkyQuote's written consent or enter a separate evaluation agreement.

7.2 Covenant Related to Unauthorized Evaluation. If a competitor creates or uses a SkyQuote account without complying with Section 7.1, the competitor agrees not to assert claims against SkyQuote arising from such access or evaluation, except claims unrelated to that access.

7.3 Liquidated Damages. For breach of Section 7.1, the parties agree that actual damages would be difficult to quantify. As liquidated damages and not a penalty, the competitor shall be liable for SkyQuote's actual provable losses caused by the breach, including reasonable fees and costs.

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8. Partner Non-Compete and Non-Solicit

8.1 Limited Non-Compete for Partners and Resellers. If you enroll as a reseller, implementation partner, or affiliate under a SkyQuote program, you agree not to build, market, or sell a directly competing roofing measurement or estimating software that targets the same core use cases for the duration of your participation and for twelve months after it ends. This is limited to the geographic markets in which you actively marketed SkyQuote. This applies only to partners, resellers, and similar program participants and does not restrict ordinary customers.

8.2 Non-Solicit. During your subscription and for twelve months thereafter, you will not solicit SkyQuote employees for employment, except through general public job postings not targeted at SkyQuote personnel.

8.3 Reasonableness. The restrictions in this Section are intended to be reasonable in scope and duration. If any portion is unenforceable, it will be enforced to the maximum lawful extent.

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9. Intellectual Property and Data

9.1 Ownership. SkyQuote and its licensors own all right, title, and interest in the Services, software, documentation, designs, and data generated by the Services, excluding Customer Data.

9.2 Customer Data. You retain ownership of Customer Data. You grant SkyQuote a non-exclusive license to process Customer Data to provide, maintain, secure, and improve the Services, subject to our Privacy Policy.

9.3 Feedback. You grant SkyQuote a royalty-free, perpetual, irrevocable license to use feedback and suggestions for any purpose.

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10. Privacy and Security

10.1 Privacy Policy. Our processing of personal data is described in our Privacy Policy. By using the Services, you agree to that policy.

10.2 Security. We implement commercially reasonable security measures. No method of transmission or storage is perfectly secure. You are responsible for safeguarding credentials.

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11. Confidentiality

11.1 Definition. "Confidential Information" means non-public information disclosed by a party that is identified as confidential or that should reasonably be understood to be confidential.

11.2 Obligations. The receiving party will protect the disclosing party's Confidential Information with at least the care it uses for its own similar information, will use it only for the permitted purpose, and will not disclose it except to personnel bound by similar duties.

11.3 Exclusions. Information that is public without breach, rightfully received without duty, independently developed, or approved for release in writing is not Confidential Information.

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12. Warranties and Disclaimers

12.1 Mutual Authority. Each party represents it has the authority to enter these Terms.

12.2 Service Disclaimer. The Services are provided "as is" and "as available." SkyQuote disclaims all warranties, express or implied. These include merchantability, fitness for a particular purpose, accuracy, non-infringement, and uninterrupted availability.

12.3 Measurements and Estimates Disclaimer. SkyQuote does not guarantee the accuracy or reliability of any measurements, calculations, reports, or estimates generated by SkyQuote tools. You must verify independently before relying on any output.

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13. Limitation of Liability

13.1 Exclusions. SkyQuote will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or data, even if advised of the possibility.

13.2 Cap. SkyQuote's total liability for all claims arising out of or related to the Services or these Terms will not exceed the amounts paid by you to SkyQuote in the twelve months preceding the event giving rise to liability.

13.3 Essential Purpose. The limitations in this Section apply to the maximum extent permitted by law and form a fundamental basis of the bargain.

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14. Indemnification

You will defend, indemnify, and hold harmless SkyQuote and its affiliates, officers, directors, and employees from and against claims, damages, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or related to your use of the Services, your violation of these Terms, your Customer Data, or your violation of law or third-party rights.

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15. Term, Suspension, Termination, and Ownership Transfer

15.1 Term. These Terms begin when you accept them and continue until terminated as provided here.

15.2 Suspension. We may suspend access for non-payment, security risks, or violations of these Terms.

15.3 Termination. Either party may terminate for material breach not cured within thirty days of notice. You may terminate at any time via your account. Fees already paid are non-refundable.

15.4 Effect. Upon termination, your right to access the Services ends. Sections intended to survive will survive. These include Sections 3, 5, 6, 7, 8, 9, 11, 12, 13, 14, 16, and 17.

15.5 Ownership Transfer. The Organization Owner may transfer ownership to another eligible user within the Organization according to in-product controls. In the event of a dispute about Organization ownership, SkyQuote may request documentation and may, at its discretion, maintain the status quo, restrict changes, or follow a court order.

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16. Dispute Resolution, Arbitration, and Waivers

16.1 Informal Resolution. The parties will first attempt in good faith to resolve disputes by negotiation between business representatives.

16.2 Binding Arbitration. Except for claims seeking injunctive relief or intellectual property enforcement, any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration administered by a recognized arbitration provider. Unless both parties agree otherwise in writing, the seat and venue of arbitration will be Columbia County, Oregon, and the arbitration shall be conducted there. The language will be English. The arbitrator may award any relief available in court consistent with these Terms.

16.3 Governing Law and Venue. These Terms are governed by Oregon law, without regard to conflicts rules. Subject to Section 16.2, the state and federal courts located in Columbia County, Oregon have exclusive jurisdiction and venue for permitted court actions, including actions to compel arbitration, confirm, modify, or vacate an award, or seek injunctive relief.

16.4 Waiver of Court and Jury Trial. To the fullest extent permitted by law, disputes covered by Section 16.2 will be resolved through arbitration and not in court. You waive the right to a trial by jury.

16.5 Class Action Waiver. Disputes will be resolved only on an individual basis. Class actions, collective actions, and representative proceedings are not permitted, and the arbitrator may not consolidate claims without both parties' written consent.

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17. Electronic Communications

You agree to receive all notices, agreements, disclosures, invoices, and other communications electronically. We may email you at the address on file or notify you through the Services. Electronic communications satisfy any legal requirement that such communications be in writing.

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18. Contact

For questions or concerns about these Terms, email [email protected].