Legal
Terms of Service
Effective Date: October 25, 2026
PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE ACCESSING OR USING THE DEEP LAWN SERVICES. THESE TERMS CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND OBLIGATIONS, INCLUDING DISCLAIMERS REGARDING AI-GENERATED MEASUREMENTS AND QUOTES, LIMITATIONS OF LIABILITY, AND A BINDING ARBITRATION PROVISION WITH A CLASS ACTION WAIVER AFFECTING HOW DISPUTES ARE RESOLVED. SEE ARTICLE 24.
1. Agreement to These Terms of Service
These Terms of Service (these “Terms”) constitute a legally binding agreement between Deep Lawn, Inc., a Texas corporation (“Deep Lawn,” “we,” “us,” or “our”), and the business entity or individual accessing or using the Deep Lawn Services (“Customer,” “you,” or “your”). These Terms govern access to and use of the software-as-a-service platform made available at app.deeplawn.com, the marketing websites located at deeplawn.com and densityblaster.com, the Online Sales Widget, the Deep Lawn application programming interface, and all related products, features, and services made available by Deep Lawn (collectively, the “Deep Lawn Services” or “Services”), each as further described in Article 4 (The Deep Lawn Services) and defined in Article 3 (Definitions).
BY (A) CLICKING “SIGN UP,” “I AGREE,” OR A SIMILAR BUTTON PRESENTED IN CONNECTION WITH THESE TERMS, (B) EXECUTING AN ORDER FORM OR OTHER DOCUMENT THAT REFERENCES THESE TERMS, OR (C) ACCESSING OR USING ANY PORTION OF THE DEEP LAWN SERVICES, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND ANY POLICIES INCORPORATED BY REFERENCE, INCLUDING DEEP LAWN’S PRIVACY POLICY. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE DEEP LAWN SERVICES.
If you are entering into these Terms on behalf of a company, partnership, sole proprietorship, or other legal entity (a “Subscribing Organization”), you represent and warrant that: (a) you are an authorized representative of that Subscribing Organization with actual authority to bind it to these Terms; (b) you have read and agree to these Terms on behalf of the Subscribing Organization; and (c) “Customer,” “you,” and “your” as used throughout these Terms refers collectively to that Subscribing Organization and each Authorized User who accesses the Deep Lawn Services on its behalf, each of whom the Subscribing Organization is responsible for under Article 5 (Account Registration; Authorized Users; Security).
Deep Lawn may make additional terms, guidelines, order forms, or policies applicable to specific features of the Deep Lawn Services (including add-on features described in Article 6), which will be presented to you in connection with such features and are incorporated into these Terms by reference. In the event of a direct conflict between such additional terms and these Terms, the additional terms will control solely with respect to the specific feature to which they apply.
2. Eligibility; Business Use Only
2.1 Business Use Only
The Deep Lawn Services are designed for, and made available solely to, businesses operating in the lawn care, pest control, snow removal, landscaping, and related outdoor and home services industries, and to marketing or service-management agencies acting on behalf of such businesses, in each case acting in a professional and business capacity (collectively, “Customers”). The Deep Lawn Services are not directed to, and may not be used by, individual consumers acting in a personal, household, or non-business capacity. Notwithstanding the foregoing, consumers may interact with the Deep Lawn Services solely in their capacity as End Users of the Online Sales Widget as described in Article 4, and such interaction is governed by Section 2.3 and Article 11 of these Terms and by Deep Lawn’s Privacy Policy, and not by the Customer-facing provisions of these Terms generally.
2.2 Age and Capacity
Any individual accessing or using the Deep Lawn Services, whether as an Authorized User of a Customer or as an End User completing a transaction through the Online Sales Widget, represents and warrants that they are at least eighteen (18) years of age or the age of legal majority in their jurisdiction of residence, whichever is greater, and have the legal capacity to enter into a binding contract. Deep Lawn does not knowingly permit any individual under the age of eighteen (18) to create an Account or to complete a purchase through the Online Sales Widget. If Deep Lawn becomes aware that it has collected personal information from an individual under the age of eighteen (18) in violation of this Section, Deep Lawn will take reasonable steps to delete such information.
2.3 End Users Are Not Party to These Terms
An “End User” is a homeowner or other consumer who requests a quote, obtains an AI-generated property measurement, or purchases lawn care, pest control, snow removal, or related outdoor services through the Online Sales Widget embedded on a Customer’s website. End Users are not required to create an account, register, or log in to the Deep Lawn Services to request a quote or complete a purchase. End Users transact directly with the Customer whose widget they use, and not with Deep Lawn; Deep Lawn is not a party to, and assumes no responsibility for, the underlying service contract, pricing, service quality, or fulfillment of any transaction between a Customer and its End Users. References to End Users in these Terms are for the purpose of describing the Deep Lawn Services and allocating responsibility between Deep Lawn and Customer; they do not create a direct contractual relationship between Deep Lawn and any End User. Deep Lawn’s collection and processing of End User personal information through the Online Sales Widget is described in Deep Lawn’s Privacy Policy and in Section 11.6 (Controller and Processor Roles) of these Terms.
2.4 Restricted Persons
The Deep Lawn Services are not available to any Customer or Authorized User previously suspended or removed from the Deep Lawn Services by Deep Lawn, or to any person or entity barred from receiving services under the laws of the United States or any other applicable jurisdiction, including under the export control and economic sanctions laws described in Article 20 (Export Controls; Compliance with Laws).
3. Definitions
In addition to terms defined elsewhere in these Terms, the following capitalized terms have the meanings given below:
“Account”: means the account provisioned to a Customer upon registration for the Deep Lawn Services, together with any sub-accounts created for Authorized Users.
“Add-On Products”: means optional features made available for an additional monthly or per-use Fee, including without limitation Geopricing, PCI Vault, API Access, and enhanced measurement types such as Building Area, Building Perimeter and Footprint, and Front/Back Yard distinguishment.
“Affiliate”: means, with respect to a party, any entity that directly or indirectly controls, is controlled by, or is under common control with that party.
“AI Output”: means any measurement, polygon, boundary, quote, price recommendation, service-area designation, or other output generated by Deep Lawn’s artificial intelligence and machine learning models, including Measurement Data and AI Quotes.
“API”: means Deep Lawn’s application programming interface, made available as an Add-On Product, through which Customers may programmatically submit addresses and retrieve Measurement Data and related outputs.
“Authorized User”: means an employee, contractor, or other individual authorized by Customer to access and use the Deep Lawn Services under Customer’s Account.
“Bulk Measurements”: means property measurement data generated for a list of addresses submitted by Customer in bulk, whether through the Platform’s bulk-upload functionality or the API, and delivered in CSV or JSON format.
“Content”: means all text, images, imagery, graphics, polygons, measurement overlays, software, and other materials made available through the Deep Lawn Services, excluding Customer Data and User Content.
“Customer Data”: means data that Customer or its Authorized Users upload, input, or transmit to the Platform, including pricing data, service and package descriptions, service-area definitions, customer/lead lists uploaded for Bulk Measurements, artwork and logo files, and other business information, but excluding End User Data.
“Deep Lawn Pro”: means Deep Lawn’s commercial property measurement product, which provides AI-generated measurements only (and does not include quoting, e-commerce, or Geopricing functionality) for commercial properties.
“Density Blaster”: means the direct-mail marketing platform operated under a separate brand and separate subscription at densityblaster.com, which may be integrated with the Platform as described in Article 12.
“End User”: has the meaning given in Section 2.3.
“End User Data”: means personal information collected from an End User in connection with a quote request or purchase made through the Online Sales Widget, including name, email address, phone number, and service address.
“Fees”: means all amounts payable by Customer for the Deep Lawn Services, including without limitation the Subscription Fees, overage charges, Deep Lawn Pro credit charges, and Add-On Product fees.
“Geopricing”: means the Add-On Product that allows Customers to define geographic service areas (by drawing, zip code, or drive-time) and to configure differentiated services, packages, pricing, and discounts for each such area.
“Imagery”: means satellite and aerial photographic imagery, including standard-definition and high-definition imagery, sourced by Deep Lawn from one or more Mapping Providers and used to generate Measurement Data.
“Internal Quoting”: means the Platform feature that allows Customer’s Authorized Users to generate quotes for leads by phone, in the field, or at a desk.
“Mapping Providers”: means third-party providers of satellite imagery, aerial imagery, parcel data, geocoding, routing, or related geospatial data used by Deep Lawn to provide the Deep Lawn Services.
“Measurement Data”: means the AI-generated polygon overlays and associated geospatial data (including latitude/longitude coordinates and parcel polygons) representing the lawn, lot, driveway, walkway, building, or other measured features of a property, together with the underlying measured image.
“Online Sales Widget”: means the e-commerce widget that Customer embeds on its own website to enable End Users to request quotes and purchase services on a self-service, guest-checkout basis, without End User account creation.
“Platform”: means the Deep Lawn software-as-a-service application accessible at app.deeplawn.com and related subdomains, including the Customer-facing dashboard and the Online Sales Widget.
“Service Area”: means a geographic region configured by Customer using Geopricing or otherwise within the Platform for purposes of pricing, service availability, or targeting.
“Subscription”: means Customer’s paid, recurring right to access the Deep Lawn Services at the applicable tier, as described in Article 6.
“Third-Party Services”: means services, software, or data provided by parties other than Deep Lawn that are integrated with, or accessible through, the Deep Lawn Services, including Mapping Providers, payment processors, CRM Integrations, cloud infrastructure providers, and analytics providers, each as further described in Article 13.
“User Content”: means Customer Data and any other content, images, artwork, or materials that Customer or its Authorized Users submit, upload, or transmit through the Deep Lawn Services.
4. The Deep Lawn Services
This Article 4 describes, at a high level, the components of the Deep Lawn Services referenced throughout these Terms. The availability of any particular component to a given Customer depends on Customer’s Subscription tier and any Add-On Products purchased, as further described in Article 6.
4.1 Internal Quoting
Internal Quoting allows Customer’s Authorized Users to generate service quotes for leads received by phone, in the field, or at a desk, using Measurement Data and Customer-configured pricing.
4.2 Online Sales / E-Commerce Widget
The Online Sales Widget is an embeddable e-commerce tool that Customer places on its own website, enabling End Users to obtain an instant quote and purchase Customer’s services on a twenty-four-hour, self-service basis without creating an End User account. Depending on Customer’s configuration, an End User’s name, email address, phone number, and service address may be collected at the time a quote is requested or, at the latest, at the time an order is completed; an End User’s email address is required before Customer can send a quote through the Platform.
4.3 Measurements
The Platform uses artificial intelligence models applied to satellite Imagery (standard-definition Subscriptions) or aerial Imagery (high-definition Subscriptions), together with available parcel data, to generate Measurement Data for a property upon submission of an address. Output includes an annotated image showing AI-generated polygon overlays, the underlying polygon data in latitude/longitude format, and parcel boundary polygons where available. Authorized Users and, in certain configurations, End Users may manually adjust AI-generated polygons. Standard measurement types include lawn and turf area and lot/parcel boundaries; enhanced measurement types — including building area, building perimeter and footprint, and front/back yard distinguishment, and driveway and walkway measurements for snow removal use cases — are available as Add-On Products for additional per-use Fees. Measurements pertain to residential properties; measurements for commercial properties are provided exclusively through Deep Lawn Pro. All Measurement Data is subject to the disclaimers set forth in Article 9 (AI-Generated Outputs) and Article 10 (Geospatial Data and Imagery Disclaimers).
4.4 Geopricing
Geopricing is an Add-On Product that allows Customer to create and manage differentiated Service Areas — defined by Customer through free-hand drawing, zip code selection, or drive-time radius — and to configure distinct services, packages, pricing, and discounts applicable within each Service Area. Service Areas are created and controlled entirely by Customer; Deep Lawn does not set, recommend, or warrant the commercial reasonableness of any pricing configured through Geopricing.
4.5 Deep Lawn Pro (Commercial Measurements)
Deep Lawn Pro provides AI-generated measurements for commercial properties. Deep Lawn Pro provides measurement outputs only and does not include quoting, e-commerce, or Geopricing functionality; Customers using Deep Lawn Pro are solely responsible for using the resulting Measurement Data to generate their own commercial quotes and pricing outside the Platform.
4.6 Bulk Measurements and API
Customers may submit a list of addresses for Bulk Measurements, which will always include lawn and lot measurements and may include any enhanced measurement types Customer has subscribed to as Add-On Products. Bulk Measurements consist solely of property and geospatial data and do not include homeowner or other End User personal information; Customer supplies only the address, and Deep Lawn returns Measurement Data in CSV and/or JSON format. API Access is available as a separately-priced Add-On Product enabling Customer to submit addresses and retrieve Measurement Data programmatically, subject to the API-specific restrictions in Section 8.4.
4.7 CRM Integrations
The Platform supports integrations with certain third-party customer relationship management (“CRM”) platforms identified in Article 13, allowing Customer to synchronize End User contact information, Measurement Data, and order/pricing data (itemized and in total) between the Platform and Customer’s CRM of choice, subject to Customer’s own configuration and the terms of Section 13.3.
4.8 Density Blaster
Density Blaster is a direct-mail marketing product operated under a separate brand at densityblaster.com. Density Blaster is licensed under its own separate subscription and separate terms of service, and is not included within any Deep Lawn Subscription tier. Where Customer elects to integrate its Density Blaster account with its Deep Lawn Account, the Platform will make Measurement Data and related geospatial outputs available to Density Blaster to support address targeting and campaign design, as further described in Article 12.
5. Account Registration; Authorized Users; Security
5.1 Registration
To access the Deep Lawn Services, Customer must complete self-service registration by providing accurate and complete information, including Customer’s legal or trade name, a contact name, email address, phone number, company name, and physical business address, and by completing payment setup as described in Article 7. Deep Lawn does not offer white-glove onboarding; Customers configure their own Accounts, including service and package descriptions, terms and conditions, Service Area zip codes, and uploaded artwork.
5.2 Owner and Sub-User Accounts
Upon registration, Deep Lawn will provision an owner Account associated with Customer’s registered email address. The owner Account holder may create one or more Authorized User sub-accounts. Customer is solely responsible for all activity occurring under its Account and any Authorized User sub-account, and for ensuring that each Authorized User’s level of access is appropriate to that individual’s role.
5.3 Verification
Deep Lawn verifies new Accounts by email verification at the time of account creation. Deep Lawn may, but is not obligated to, offer additional verification or authentication mechanisms (such as multi-factor authentication) in the future.
5.4 Credentials and Security
Customer is solely responsible for maintaining the confidentiality of its Account credentials and for restricting access to devices used to access the Deep Lawn Services. Customer must notify Deep Lawn promptly upon becoming aware of any unauthorized use of its Account or any other breach of security. Except as expressly permitted in writing by Deep Lawn, Customer may not sell, rent, lease, share, or otherwise provide Account access to any third-party. Customer is responsible for all activities that occur under its Account or the Account of any Authorized User, whether or not Customer authorized the specific activity.
5.5 Accurate Information
Customer agrees that the information it provides to Deep Lawn upon registration and thereafter is true, accurate, current, and complete, and that it will promptly update such information as necessary to keep it accurate.
6. Subscription Plans; Fees; Billing
6.1 Subscription Structure
Access to the Deep Lawn Services is provided on a flat monthly Subscription basis. Each Subscription tier includes, at minimum, Internal Quoting, the Online Sales Widget, and Lawn and Lot Measurements, together with an allotted monthly volume of address searches applicable to that tier. Additional features including Walkway and Driveway Measurements, CRM Integrations (including without limitation the Zapier integration), pricing calculation tools, Bulk Measurements, and Deep Lawn Pro, are available on certain Subscription tiers only, as specified on Deep Lawn’s then-current pricing or in Customer’s order form. Subscriptions are month-to-month and automatically renew for successive one-month terms unless and until cancelled by Customer in accordance with Section 6.6.
6.2 Overage Charges
Each Subscription tier is subject to a monthly allotment of address searches. Usage in excess of the applicable tier’s allotment will be billed as overage charges at the rates specified on Deep Lawn’s then-current pricing page or in Customer’s order form. Customer is responsible for monitoring its usage; overage charges accrue automatically based on volume and are not subject to prior approval by Customer.
6.2.1 Deep Lawn Pro Credits
Deep Lawn Pro operates on a prepaid credit model. Customers must purchase the required number of Deep Lawn Pro Credits at the rates specified on Deep Lawn’s then-current pricing page or in the Customer’s order form. Each measurement performed through Deep Lawn Pro will consume the applicable number of credits associated with such measurement. No overage charges will apply, and Deep Lawn will not perform any measurement where the Customer’s Account does not have a sufficient number of Deep Lawn Pro Credits to complete such measurement. Customers are responsible for monitoring their available credit balance and purchasing additional credits as necessary to continue using Deep Lawn Pro.
6.3 Add-On Products and Per-Use Fees
Geopricing, PCI Vault, and API Access are available for an additional monthly Fee. Enhanced measurement types, including Building Area, Building Perimeter and Footprint, and Front/Back Yard distinguishment, are billed on a per-use basis at the rates specified on Deep Lawn’s then-current pricing page. Customer authorizes Deep Lawn to charge the payment method on file for all Add-On Product Fees incurred through Customer’s Account.
6.4 No Setup, Onboarding, or Maintenance Fees
Deep Lawn does not charge separate setup, onboarding, implementation, integration, or maintenance fees. Customers are solely responsible for configuring their own Accounts, and Deep Lawn’s Fees consist solely of Subscription Fees, overage charges, Deep Lawn Pro credit charges, and Add-On Product Fees described in this Article 6.
6.5 Upgrades and Downgrades
Customer may upgrade or downgrade its Subscription tier at any time through the Platform. Upgrades and downgrades take effect at the start of the next billing cycle; there is no proration for downgrades made mid-cycle. Downgrading may reduce the features, usage allotments, or Add-On Products available to Customer’s Account, and Deep Lawn is not liable for any resulting loss of functionality or data access.
6.6 Auto-Renewal; Cancellation
Subscriptions automatically renew each month unless Customer cancels prior to the renewal date. Customer may cancel its Subscription at any time through its Account settings; cancellation will take effect at the end of the then-current monthly billing cycle, and Customer will retain access to the Deep Lawn Services through the end of that cycle. An email or verbal request to cancel is not effective; cancellation must be completed through the Account cancellation workflow provided within the Platform, or by such other method as Deep Lawn may designate in writing.
6.7 Suspension
Deep Lawn may suspend Customer’s access to the Deep Lawn Services, without liability, if: (a) Fees are past due; (b) Deep Lawn reasonably believes Customer’s use presents a security risk to Deep Lawn or any third-party; (c) Customer is in material breach of these Terms, including the Acceptable Use provisions of Article 8; or (d) suspension is required to comply with applicable law; or (e) Deep Lawn otherwise determines, in its sole discretion, that suspension is warranted, whether or not for cause. Deep Lawn will use commercially reasonable efforts to provide notice of suspension where practicable and will restore access promptly following resolution of the underlying issue. Where suspension is based on subsection (e), Deep Lawn will provide notice of suspension where practicable, and restoration of access, if any, will be in Deep Lawn’s sole discretion. Fees continue to accrue during any period of suspension, and Customer is not entitled to a refund or credit for Fees on account of suspension, as further described in Section 7.5.
6.8 Free Trials
Deep Lawn does not offer free trials of the Deep Lawn Services as a standard practice. Deep Lawn may, in rare instances and in its sole discretion, offer a free trial to a prospective Customer that has not previously held a Deep Lawn Account (a “Free Trial”), on terms communicated to that prospective Customer at the time the Free Trial is offered. Unless otherwise stated at the time a Free Trial is offered, a Free Trial: (a) is available only to first-time Customers and may not be used more than once by the same Customer or Subscribing Organization; (b) lasts for the period stated at sign-up; (c) provides access to the features of the Subscription tier identified at sign-up; and (d) may be modified or terminated by Deep Lawn at any time without liability. If Customer does not convert to a paid Subscription before the Free Trial period ends, Deep Lawn may suspend Customer’s Account until Customer subscribes to a paid Subscription tier in accordance with Article 6.
7. Payment Terms
7.1 No Direct Payment Processing by Deep Lawn
Deep Lawn does not itself store full payment card numbers, bank account numbers, or other financial account information from Customer or from End Users. Where payment information is collected in connection with the Deep Lawn Services, it is stored exclusively by third-party payment processors and PCI-compliant vaults. By submitting payment information through the Deep Lawn Services, Customer and any End User agree to the applicable Payment Processor’s terms of service and privacy policy, which govern the collection, use, and security of that payment information. Deep Lawn does not store End Users’ payment data in connection with purchases made through the Online Sales Widget.
7.2 Authorization
By providing a payment method to a Payment Processor in connection with a Deep Lawn Subscription, Customer authorizes Deep Lawn to instruct the applicable Payment Processor to charge that payment method, on a recurring monthly basis, for Subscription Fees, overage charges, and any Add-On Product Fees incurred under Customer’s Account, until the Subscription is cancelled in accordance with Section 6.6.
7.3 Currency
Fees are payable in United States Dollars (USD) or Canadian Dollars (CAD), as applicable based on Customer’s billing location and the currency options made available at checkout.
7.4 Taxes
Fees are exclusive of applicable sales, use, value-added, goods and services, or similar taxes (“Taxes”). Customer is responsible for all Taxes associated with its purchase and use of the Deep Lawn Services, other than taxes based on Deep Lawn’s net income. Where the Platform calculates or displays sales tax on transactions completed through the Online Sales Widget using a third-party tax rate lookup service, Customer remains solely responsible for the accuracy of tax collection and for its own tax compliance and remittance obligations; Deep Lawn does not act as Customer’s tax advisor, tax collection agent, or merchant of record.
7.5 No Refunds
ALL FEES PAID TO DEEP LAWN ARE NON-REFUNDABLE, INCLUDING IN THE EVENT OF CANCELLATION, DOWNGRADE, SUSPENSION, OR TERMINATION, EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW OR AS EXPRESSLY STATED IN A SEPARATE WRITTEN AGREEMENT SIGNED BY AN AUTHORIZED REPRESENTATIVE OF DEEP LAWN. Deep Lawn does not prorate Fees for partial billing cycles, including where Customer downgrades or cancels mid-cycle.
7.6 Failure to Pay
If Fees are not successfully charged for any reason, Deep Lawn may suspend Customer’s Account pursuant to Section 6.7 until payment is received, and may pursue any other remedy available under these Terms or applicable law, including recovery of reasonable collection costs.
7.7 Chargebacks
If Customer initiates a chargeback, dispute, or reversal of any charge with its card issuer or bank (a “Chargeback”) rather than contacting Deep Lawn in accordance with Section 28, the Chargeback constitutes a breach of Customer’s payment obligations under these Terms and is an independent ground for suspension of Customer’s Account under Section 6.7, in addition to any failure-to-pay remedy available under Section 7.6. Deep Lawn may dispute any Chargeback and submit evidence of Customer’s authorization of the underlying charge and use of the Deep Lawn Services. If a Chargeback is resolved in Deep Lawn’s favor, Customer remains liable for the underlying Fees and for any fees or penalties imposed on Deep Lawn by a Payment Processor as a result of the Chargeback.
8. License Grant; Restrictions; Acceptable Use
8.1 License Grant
Subject to Customer’s compliance with these Terms and payment of applicable Fees, Deep Lawn grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license during the term of Customer’s Subscription to access and use the Deep Lawn Services solely for Customer’s internal business operations and, with respect to the Online Sales Widget, to make the Widget available to End Users on Customer’s own website. All rights not expressly granted to Customer are reserved by Deep Lawn.
8.2 General Restrictions
Customer will not, and will not permit any Authorized User or third-party to: (a) resell, sublicense, distribute, rent, lease, or otherwise make the Deep Lawn Services available to any third-party outside of Customer’s own organization, except as expressly permitted for End Users interacting with the Online Sales Widget; (b) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying algorithms, model weights, or architecture of the Platform, the API, or any AI Output generation process (collectively, “Benchmarking Restrictions” and “Reverse Engineering,” each prohibited except to the extent such restriction is unenforceable under applicable law); (c) use any robot, spider, scraper, crawler, or other automated means to access, extract, or scrape data from the Deep Lawn Services, or to circumvent usage limits, other than through the API in accordance with its documentation and Section 8.4; (d) access or use the Deep Lawn Services to build, train, or support a product or service that is competitive with the Deep Lawn Services, or to benchmark the Deep Lawn Services against a competing product for competitive or marketing purposes without Deep Lawn’s prior written consent; (e) use the Deep Lawn Services to develop, train, or improve any artificial intelligence or machine learning model, other than Customer’s own internal, non-commercialized use of Measurement Data as permitted by these Terms; (f) remove, obscure, or alter any proprietary notices on the Deep Lawn Services; (g) probe, scan, or test the vulnerability of the Deep Lawn Services or attempt to breach any security or authentication measure; (h) interfere with or disrupt the integrity or performance of the Deep Lawn Services or any data contained therein; or (i) use the Deep Lawn Services in violation of any applicable law, including data protection, marketing, and anti-spam laws.
8.3 Acceptable Use — General Conduct
In addition to Section 8.2, Customer and its Authorized Users will not use the Deep Lawn Services to: (a) upload or transmit unlawful, infringing, defamatory, or fraudulent content; (b) impersonate any person or misrepresent an affiliation with any person or entity; (c) harvest email addresses or other contact information of other users of the Deep Lawn Services; (d) transmit unsolicited bulk communications in violation of applicable anti-spam laws; (e) upload Social Security numbers, government identification numbers, full payment card numbers, or other highly sensitive personal information through fields not designated by Deep Lawn to receive such data; or (f) attempt to gain unauthorized access to any account, system, or network related to the Deep Lawn Services.
8.4 API-Specific Restrictions
Customers with API Access must comply with all API documentation, rate limits, and authentication requirements made available by Deep Lawn. API credentials are issued to, and may be used solely by, Customer and its Authorized Users, and may not be shared with or sublicensed to any third-party without Deep Lawn’s prior written consent, other than a Customer’s own downstream integration built for Customer’s own internal use. Customer will not use API Access to (a) create a competing bulk property-data or measurement product for resale to third parties, (b) exceed the request volume or rate limits associated with Customer’s Subscription tier without first purchasing additional capacity, or (c) cache, store, or redistribute Measurement Data obtained through the API in a manner that circumvents Deep Lawn’s then-current Fees for such data. Deep Lawn may revoke or throttle API credentials that it reasonably believes are being used in violation of this Section 8.4.
8.5 Data Scraping Prohibition
Except through the API in accordance with Section 8.4 and the applicable API documentation, no person may extract, scrape, mine, or systematically download Content, Measurement Data, or other data made available through the Deep Lawn Services, whether through automated tools or manual means, for any purpose, including for use in training or fine-tuning any artificial intelligence or machine learning model not operated by Deep Lawn.
8.6 Enforcement
A violation of this Article 8 constitutes a material breach of these Terms and may result in suspension or termination of Customer’s Account under Article 19, in addition to any other remedy available to Deep Lawn at law or in equity.
8.7 Fair Usage
In addition to the API-specific rate limits described in Section 8.4, Deep Lawn reserves the right to monitor Customer’s overall usage of the Deep Lawn Services — including address searches, Bulk Measurements, and other usage not submitted through the API — to ensure such usage is consistent with the intended purpose of Customer’s Subscription tier and does not disproportionately burden the Deep Lawn Services. Where Deep Lawn reasonably determines that Customer’s usage is excessive or abusive relative to its Subscription tier, Deep Lawn may require Customer to upgrade to a higher tier or purchase additional capacity, or may restrict or throttle the affected usage, in each case before resorting to suspension under Section 6.7.
9. AI-Generated Outputs: Measurements, Quotes, and Model Disclosures
9.1 Nature of AI Output
The Deep Lawn Services use artificial intelligence and machine learning models to generate Measurement Data, AI-assisted quotes, and other AI Output from satellite or aerial Imagery, parcel data, and other inputs. AI Output is generated automatically and is not reviewed, verified, or certified by a licensed surveyor, appraiser, or other professional prior to being made available to Customer or End Users, unless Customer engages such review itself.
9.2 No Guarantee of Measurement Accuracy
MEASUREMENT DATA IS AN ESTIMATE ONLY. DEEP LAWN DOES NOT WARRANT OR GUARANTEE THAT ANY MEASUREMENT DATA — INCLUDING LAWN, LOT, DRIVEWAY, WALKWAY, BUILDING, OR OTHER MEASUREMENTS — IS EXACT, COMPLETE, OR FREE OF ERROR. Measurement Data is derived from satellite or aerial Imagery and parcel records that may be outdated, low-resolution, obstructed by tree canopy or other obstructions, or otherwise inaccurate, and from AI models that may misidentify property boundaries, structures, or surface types. CUSTOMER IS SOLELY RESPONSIBLE FOR INDEPENDENTLY VERIFYING ANY MEASUREMENT DATA, INCLUDING BY MANUAL ADJUSTMENT OF AI-GENERATED POLYGONS, SITE INSPECTION, OR OTHER MEANS, BEFORE RELYING ON IT FOR PRICING, CONTRACTING, OR SERVICE DELIVERY. Deep Lawn strongly recommends that Customer independently confirm property dimensions for high-value contracts, unusual property configurations, or properties in areas known to have limited or outdated imagery coverage.
9.3 AI-Assisted Quotes Are Estimates Only
Any quote generated using Internal Quoting, the Online Sales Widget, or Measurement Data is an estimate based on Customer-configured pricing rules applied to AI Output, and is not a guarantee of final pricing, scope of work, or profitability. CUSTOMER IS SOLELY RESPONSIBLE FOR THE ACCURACY AND ADEQUACY OF ITS OWN PRICING CONFIGURATION AND FOR THE FINAL PRICE CHARGED TO ANY END USER, REGARDLESS OF THE OUTPUT GENERATED BY THE PLATFORM. Deep Lawn does not review, approve, or warrant the commercial reasonableness of Customer’s pricing, packages, or service descriptions, whether configured directly or through Geopricing.
9.4 No Training on Customer or End User Data
Except as expressly and separately disclosed to Customer in writing, Deep Lawn does not use Customer Data, End User Data, uploaded property or address lists, quote or purchase history, or Measurement Data generated for Customer’s properties to train, fine-tune, or otherwise improve Deep Lawn’s artificial intelligence or machine learning models. Any future change to this practice will be disclosed in accordance with Article 26 (Modification of These Terms) and, where required by applicable law, will be subject to Customer’s ability to opt out.
9.5 No Cross-Customer Linkage
Deep Lawn does not aggregate or otherwise use property or geospatial Measurement Data across Customers in a manner that links such data back to a specific property or homeowner outside the Customer for which it was generated.
9.6 Model Evolution; No Warranty of Identical Output
Deep Lawn’s AI models, Imagery sources, and underlying algorithms evolve over time. AI Output for the same address may differ between requests due to model updates, newly available Imagery, or changes in parcel data, and Deep Lawn does not warrant that AI Output will be identical, or will remain unchanged, across requests made at different times.
9.7 Weather and Property Conditions
AI Output reflects the condition of a property as depicted in the applicable Imagery at the time such Imagery was captured, which may not reflect current weather, seasonal, or property conditions (including recent construction, landscaping changes, or storm damage). Deep Lawn makes no representation regarding current, real-time property conditions.
10. Geospatial Data and Imagery Disclaimers
10.1 Sources
Measurement Data and other geospatial outputs are derived from satellite and aerial Imagery, parcel and government property records, geocoding and address-normalization services, and drive-time or routing calculations obtained from Mapping Providers identified in Article 13. Deep Lawn does not independently verify the accuracy of data provided by Mapping Providers and passes through such data, together with Deep Lawn’s AI-generated interpretations of it, on an “as-is” basis.
10.2 Imagery Currency and Resolution
Standard-definition Imagery is sourced from satellite providers and may be updated on a periodic, provider-determined basis; high-definition Imagery is sourced from aerial providers, and updated more frequently but is still subject to provider capture schedules. Imagery for any given property may be several months or longer out of date at the time Measurement Data is generated, and may not reflect recent construction, demolition, landscaping, or other changes to the property.
10.3 Parcel and Boundary Data
Parcel polygons and property boundary data are obtained from county and municipal government records and third-party aggregators of such records and may contain errors, be incomplete, be out of date relative to actual recorded surveys, or fail to reflect easements, encroachments, or boundary disputes. MEASUREMENT DATA IS NOT A LEGAL SURVEY AND MUST NOT BE RELIED UPON TO ESTABLISH LEGAL PROPERTY BOUNDARIES.
10.4 Tolerances; Obstructions
AI-generated polygons are subject to measurement tolerances that may vary based on Imagery resolution, tree canopy or other visual obstructions, roof overhangs, shadows, and similar factors. Deep Lawn offers “leaves-off” look-back Imagery within certain high-definition Subscriptions to mitigate — but not eliminate — the effect of tree canopy on measurement accuracy.
10.5 Geocoding, Routing, and Service Areas
Geocoding, reverse geocoding, address normalization, drive-time estimates, and routing calculations used within Geopricing or elsewhere in the Deep Lawn Services are generated using Third-Party Services and are estimates only; actual drive times, routes, and service-area coverage may vary due to traffic, road conditions, construction, or Mapping Provider data limitations. Customer is solely responsible for confirming that any Service Area it configures reflects its actual operational capacity to service the included properties.
10.6 No Warranty Regarding Geospatial Data
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL GEOSPATIAL DATA, IMAGERY, PARCEL DATA, MEASUREMENT DATA, AND RELATED OUTPUTS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ACCURACY, COMPLETENESS, CURRENCY, OR FITNESS FOR A PARTICULAR PURPOSE, AND CUSTOMER ASSUMES ALL RISK ASSOCIATED WITH ITS RELIANCE ON SUCH DATA. This Section 10.6 is subject to, and should be read together with, Article 21 (Disclaimers).
11. Customer Data; User Content; End User Data
11.1 Ownership of Customer Data
As between Deep Lawn and Customer, Customer retains all right, title, and interest in and to Customer Data. Customer grants Deep Lawn a non-exclusive, worldwide, royalty-free license to host, copy, transmit, display, and otherwise use Customer Data solely as necessary to provide, maintain, secure, and improve the Deep Lawn Services for Customer, to generate AI Output, and as otherwise permitted under these Terms and Deep Lawn’s Privacy Policy.
11.2 Supported Upload Types
Customer may upload pricing data via linked Google Sheets, service and package artwork in JPEG or PNG format, and a company logo in JPEG or PNG format. All other configuration data — including terms and conditions text, Service Area zip codes, and service and package descriptions — is entered manually by Customer within the Platform. Customer is solely responsible for the accuracy, legality, and appropriateness of all Customer Data it uploads or enters.
11.3 Representations Regarding Customer Data
Customer represents and warrants that it owns or has all rights necessary to upload, use, and permit Deep Lawn to process all Customer Data, and that Customer Data does not infringe any third-party intellectual property or privacy right and does not violate any applicable law.
11.4 Ownership and License to Measurement Data and AI Output
As between Deep Lawn and Customer, Deep Lawn and its licensors retain all right, title, and interest in the underlying AI models, Imagery licenses, and the Platform. Subject to Customer’s ongoing compliance with these Terms, Deep Lawn grants Customer a non-exclusive, non-transferable license to use Measurement Data and other AI Output generated for Customer’s properties for Customer’s internal business purposes, including generating quotes and providing services to End Users, during and after the term of Customer’s Subscription, provided that continued access to such AI Output through the Platform is subject to Article 17 (Data Retention).
11.5 End User Data
End User Data collected through the Online Sales Widget — including an End User’s name, email, phone number, and address — is collected by Deep Lawn on behalf of, and at the direction of, the Customer operating that instance of the Online Sales Widget. Customer is solely responsible for ensuring that its collection, use, and disclosure of End User Data, and its own privacy notices presented to End Users, comply with applicable law, and for obtaining any consents required for Customer’s own marketing or follow-up communications with End Users.
11.6 Controller and Processor Roles
With respect to End User Data collected through the Online Sales Widget, Customer is the business that sells and fulfills services to End Users, and Deep Lawn provides the software platform through which those transactions occur. Accordingly, as between Deep Lawn and Customer, and except where applicable law requires otherwise, Customer acts as the business/controller with respect to End User Data, and Deep Lawn acts as the service provider/processor that processes End User Data solely to provide the Deep Lawn Services to Customer and, where applicable, to comply with Deep Lawn’s own independent legal obligations as described in the Privacy Policy. End Users purchase services from Customer, and not from Deep Lawn.
11.7 Feedback
If Customer or any Authorized User submits ideas, suggestions, or feedback regarding the Deep Lawn Services (“Feedback”), Deep Lawn may use such Feedback for any purpose, including to improve the Deep Lawn Services, without obligation or compensation to Customer.
11.8 Aggregated and De-Identified Data
Deep Lawn may compile aggregated or de-identified data derived from use of the Deep Lawn Services across its Customer base, provided such data does not identify Customer, any Authorized User, or any End User, and Deep Lawn may use such aggregated or de-identified data for product improvement, analytics, and benchmarking purposes.
12. Density Blaster; Direct Mail Marketing
12.1 Separate Product and Subscription
Density Blaster is offered under a separate brand at densityblaster.com and is subject to its own separate subscription, fees, and terms of service, which are not incorporated into these Terms. Reference to Density Blaster in these Terms is limited to describing the integration between Density Blaster and the Deep Lawn Platform. Customer’s purchase of a Deep Lawn Subscription does not include, and is not conditioned upon, use of Density Blaster, and vice versa.
12.2 Integration
Where Customer elects to connect its Density Blaster account to its Deep Lawn Account, Deep Lawn will share Measurement Data and related geospatial outputs with Density Blaster to support Customer’s creation of mailing audiences and campaign targeting within Density Blaster. Customer authorizes this data flow by enabling the integration and may disable it at any time within its Account settings.
12.3 Address Lists and Mailing Data
Within Density Blaster, Customer may upload its own address lists or generate address lists using geospatial filtering tools and generate address lists from within Customer-defined geographic areas. Customer is solely responsible for the accuracy, legality, and sourcing of any address list it uploads or generates, and for ensuring it has a lawful basis to send direct mail to each address included in a campaign.
12.4 Print and Mail Fulfillment
Physical printing and mailing of Density Blaster campaigns is performed by third-party print and mail fulfillment vendors. Only the mailing address is shared with third-party print and fulfillment vendors for this purpose; their handling of such data is governed by their own terms of service and privacy policy, for which Deep Lawn is not responsible.
12.5 Customer Responsibility; Compliance with Marketing Laws
CUSTOMER IS SOLELY RESPONSIBLE FOR ITS DIRECT MAIL CAMPAIGNS, INCLUDING CAMPAIGN CONTENT, TARGETING, AND COMPLIANCE WITH ALL APPLICABLE MARKETING, ADVERTISING, CONSUMER PROTECTION, AND ANTI-SPAM LAWS AND REGULATIONS, INCLUDING ANY APPLICABLE DO-NOT-MAIL OR OPT-OUT REQUIREMENTS. Deep Lawn does not review, approve, or endorse the content or targeting of any Density Blaster campaign, and Customer assumes all liability arising from any campaign it deploys, including liability for mailing addresses that are inaccurate, outdated, or associated with individuals who have opted out of receiving marketing communications.
13. Third-Party Services and Integrations
13.1 General
The Deep Lawn Services rely on, integrate with, and make available access to numerous Third-Party Services in order to function, including mapping and imagery providers, payment processors, CRM platforms, cloud infrastructure providers, analytics tools, and communications tools. DEEP LAWN DOES NOT OWN, CONTROL, OR OPERATE ANY THIRD-PARTY SERVICE, AND IS NOT RESPONSIBLE FOR THE AVAILABILITY, ACCURACY, SECURITY, OR CONTINUED OPERATION OF ANY THIRD-PARTY SERVICE, OR FOR ANY THIRD-PARTY SERVICE’S OWN TERMS OF SERVICE, PRIVACY POLICY, OR DATA-HANDLING PRACTICES. An outage, policy change, or discontinuation of any Third-Party Service may affect the availability or functionality of the Deep Lawn Services, and Deep Lawn will have no liability for any resulting disruption, subject to Deep Lawn’s use of commercially reasonable efforts to identify and, where feasible, transition to an alternative provider.
13.2 Mapping and Imagery Providers
Deep Lawn sources Imagery and geospatial data from various third-party imagery providers. These providers receive property addresses and coordinates in order to return the applicable Imagery, parcel, or geocoding data; they do not receive End User Data or Customer Data beyond what is necessary to generate that output.
13.3 CRM Integrations
The Platform supports optional integrations with Jobber, HubSpot, Aspire, Service Autopilot, FieldRoutes, Pipedrive, and Zapier. Where Customer enables a CRM integration, Customer directs the transmission of data — which may include End User name, email, phone number, and address; Measurement Data and imagery; and pricing and order data, itemized and in total — to the connected CRM. Deep Lawn is not responsible for the connected CRM’s handling, security, or retention of data once transmitted, which is governed by that CRM provider’s own terms and privacy policy.
13.4 Payment Processors and PCI Vaulting
Payment processing and card-data vaulting is performed by the Payment Processors identified in Section 7.1, each of which maintains its own PCI DSS compliance and terms of service.
13.5 Cloud Infrastructure Providers
The Platform is hosted using third-party cloud infrastructure providers. Application data is stored in these providers as further described in Article 7 (Data Security) of the Privacy Policy and referenced in Section 15.2 of these Terms.
13.6 Analytics and Communications Tools
Deep Lawn uses various third-party services for communication, website and product analytics.
13.7 No Endorsement
Reference to, or integration with, any Third-Party Service does not constitute Deep Lawn’s endorsement or recommendation of that Third-Party Service. Customer’s use of any Third-Party Service, whether accessed through the Deep Lawn Services or independently, is at Customer’s own risk and subject to that Third-Party Service’s own terms.
14. Intellectual Property; Trademarks
14.1 Deep Lawn IP
The Platform, the API, Deep Lawn’s AI models, Content, and all other aspects of the Deep Lawn Services, excluding Customer Data and User Content, together with all intellectual property rights therein (collectively, “Licensed Materials”), are and will remain the exclusive property of Deep Lawn and its licensors. Nothing in these Terms transfers any ownership interest in the Licensed Materials to Customer.
14.2 Trademarks
“Deep Lawn,” “Geopricing,” and the Deep Lawn logo are trademarks of Deep Lawn. Customer may not use Deep Lawn’s trademarks, service marks, or logos without Deep Lawn’s prior written consent, except as necessary to identify that Customer uses the Deep Lawn Services (for example, a “Powered by Deep Lawn” attribution on the Online Sales Widget where such attribution is displayed by default). All other trademarks appearing in connection with the Deep Lawn Services are the property of their respective owners.
14.3 No Implied Licenses
Except for the limited license expressly granted in Section 8.1, nothing in these Terms grants Customer any right, title, or interest in or to the Licensed Materials, whether by implication, estoppel, or otherwise.
14.4 Reporting Intellectual Property Infringement
If a third-party believes that Customer Data or User Content made available through the Deep Lawn Services (including artwork, logos, or descriptions uploaded to the Online Sales Widget) infringes its intellectual property rights, that party may submit a written notice to Deep Lawn’s Legal Department using the contact information published at deeplawn.com/contact-us, identifying the material at issue, the right claimed to be infringed, and the notifying party’s contact information. Upon receipt of a notice that reasonably substantiates such a claim, Deep Lawn may remove or disable access to the identified material and will attempt to notify the Customer that submitted it. Deep Lawn may suspend or terminate the Account of any Customer determined, in Deep Lawn’s reasonable judgment, to be a repeat infringer under this Section 14.4.
15. Confidential Information
15.1 Definition
“Confidential Information” means non-public information disclosed by one party (“Discloser”) to the other (“Recipient”) in connection with these Terms that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure, including each party’s business, technical, and financial information, and, with respect to Deep Lawn, the non-public aspects of Deep Lawn’s AI models, pricing, and technology, and, with respect to Customer, Customer Data and Customer’s own pricing strategies configured within Geopricing.
15.2 Obligations
Recipient will use the same degree of care it uses to protect its own confidential information of similar nature (but not less than reasonable care) to protect Discloser’s Confidential Information, will use such Confidential Information solely to exercise its rights and perform its obligations under these Terms, and will not disclose such Confidential Information to any third-party except to its employees, agents, and contractors who have a need to know and who are bound by confidentiality obligations at least as protective as those in this Article 15.
15.3 Exceptions
Confidential Information does not include information that: (a) is or becomes publicly available through no fault of Recipient; (b) was rightfully known to Recipient prior to disclosure; (c) is rightfully obtained by Recipient from a third-party without restriction; or (d) is independently developed by Recipient without use of or reference to the Discloser’s Confidential Information. Recipient may disclose Confidential Information to the extent required by law or legal process, provided it gives Discloser reasonable advance notice where legally permissible.
16. Availability; Maintenance; Updates; Beta Features
16.1 Availability
Deep Lawn will use commercially reasonable efforts to make the Platform available on a continuous basis, but does not guarantee uninterrupted or error-free operation. The Deep Lawn Services may be unavailable from time to time due to scheduled or emergency maintenance, updates, or circumstances beyond Deep Lawn’s reasonable control, including outages of the Third-Party Services described in Article 13.
16.2 Maintenance and Updates
Deep Lawn may modify, update, or discontinue features of the Deep Lawn Services, including AI models and Mapping Provider integrations, at any time. Deep Lawn will use commercially reasonable efforts to provide advance notice of any change that materially reduces the core functionality of a Subscription tier Customer has purchased, but is not obligated to maintain any specific feature, integration, or AI model version indefinitely.
16.3 Beta Features
Deep Lawn may, from time to time, make available features labeled as “beta,” “preview,” “early access,” or similar (collectively, “Beta Features”). Beta Features are provided for evaluation purposes only, may be modified or discontinued at any time without notice, and are provided “AS IS” without any warranty, and may be subject to additional or different terms presented at the time such Beta Features are made available. Customer’s use of Beta Features is at Customer’s own risk, and Deep Lawn disclaims any liability arising from reliance on a Beta Feature’s output, including any AI Output generated by a Beta Feature.
16.4 Monitoring
Deep Lawn may monitor use of the Deep Lawn Services for purposes of security, performance, fraud prevention, capacity planning, and enforcement of these Terms, including the Acceptable Use provisions of Article 8.
16.5 Audit Rights
Deep Lawn may audit Customer’s use of the Deep Lawn Services, including API usage logs and account activity, to verify compliance with these Terms and the accuracy of Fees billed, including overage charges. Deep Lawn will provide reasonable advance notice of any such audit and will conduct it in a manner designed to minimize disruption to Customer’s business operations, except where Deep Lawn reasonably suspects fraud, security compromise, or a material breach of Article 8, in which case Deep Lawn may act without prior notice.
16.6 Customer Support
Deep Lawn provides standard customer support, at no additional cost, to help Customer and its Authorized Users understand the standard features and operation of the Deep Lawn Services, through the channel identified at deeplawn.com/contact-us. Standard support does not include configuration assistance, workflow consulting, or other advisory services tailored to Customer’s specific business, which Deep Lawn may agree to provide separately and, where offered, for an additional fee. This Section 16.6 does not expand Deep Lawn’s obligations under Section 6.4 (No Setup, Onboarding, or Maintenance Fees).
17. Data Retention
17.1 Retention Period
Following cancellation or termination of Customer’s Subscription, Deep Lawn will retain Customer Data and End User Data associated with Customer’s Account for thirty (30) days (the “Retention Period”), after which such data may be deleted from Deep Lawn’s production systems in the ordinary course, except as described in Section 17.2.
17.2 Exceptions to Deletion
Notwithstanding Section 17.1, Deep Lawn may retain Customer Data and End User Data beyond the Retention Period to the extent necessary to: (a) comply with applicable legal, tax, or regulatory recordkeeping obligations; (b) resolve disputes, enforce these Terms, or defend against or pursue legal claims; (c) maintain routine backup, disaster-recovery, or archival copies until such copies are deleted or overwritten in the ordinary course of Deep Lawn’s backup rotation; or (d) retain aggregated or de-identified data as permitted under Section 11.8.
17.3 Export Before Cancellation
Customer is responsible for exporting any Customer Data or Measurement Data it wishes to retain prior to cancelling its Subscription. Deep Lawn is under no obligation to provide Customer Data to Customer after the expiration of the Retention Period.
18. Security Incidents; Data Breach Response
18.1 Security Program
Deep Lawn maintains administrative, technical, and physical safeguards designed to protect the confidentiality, integrity, and availability of Customer Data and End User Data, including encryption of data in transit over the internet and at rest, role-based access controls, isolation of each Customer’s data from other Customers, and multi-factor authentication and logging for internal administrative access. Deep Lawn has not independently obtained SOC 2 or ISO 27001 certification; certain of Deep Lawn’s infrastructure providers maintain such certifications or PCI DSS compliance, as described in Article 13.
18.2 Incident Detection and Containment
Deep Lawn maintains monitoring and logging processes designed to help detect unauthorized access to, or acquisition, use, disclosure, or loss of, Customer Data or End User Data (a “Security Incident”). Upon discovery of a confirmed Security Incident affecting Customer Data or End User Data, Deep Lawn will take commercially reasonable steps to investigate, contain, and remediate the Security Incident without undue delay.
18.3 Notification
Deep Lawn will notify affected Customers without undue delay, and in any event within the timeframe required by applicable law, after confirming a Security Incident that has resulted in the unauthorized access, acquisition, or disclosure of that Customer’s Customer Data or End User Data. Notification will be provided by email to the primary contact on file for the affected Account and will include, to the extent then known, a description of the nature of the Security Incident, the categories of data involved, and the steps Deep Lawn has taken or plans to take in response. Deep Lawn’s notification obligation under this Section 18.3 does not, by itself, constitute an admission of fault or liability.
18.4 Cooperation; Regulatory Notification
Deep Lawn will reasonably cooperate with Customer’s own investigation of, and legally required notifications arising from, a Security Incident affecting Customer’s data, including by providing information reasonably available to Deep Lawn regarding the nature and scope of the Security Incident. Where Deep Lawn is independently required by applicable law to notify a regulator or affected individuals of a Security Incident, Deep Lawn will do so in accordance with such law and will, where legally permissible, coordinate with Customer regarding the timing and content of any Customer-facing notifications.
18.5 Remediation
Following a Security Incident, Deep Lawn will take commercially reasonable steps designed to remediate the vulnerability or cause giving rise to the Security Incident and to prevent recurrence, and will provide Customer with a summary of remediation steps taken upon Customer’s reasonable written request.
18.6 Customer Obligations
Customer is responsible for maintaining the security of its own Account credentials and networks, and for promptly notifying Deep Lawn of any suspected unauthorized access to Customer’s Account. Deep Lawn is not responsible for a Security Incident arising from Customer’s failure to safeguard its own credentials or from Customer’s own systems, networks, or connected CRM or Third-Party Services.
19. Suspension; Termination; Survival
19.1 Termination for Convenience
Customer may terminate its Subscription for convenience at any time by cancelling in accordance with Section 6.6. Deep Lawn may terminate a Customer’s Subscription for convenience upon thirty (30) days’ prior written notice.
19.2 Termination for Cause
Either party may terminate these Terms immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within fifteen (15) days after receiving written notice of the breach (or immediately, without opportunity to cure, in the case of a breach of Article 8 (License Grant; Restrictions; Acceptable Use) or non-payment of Fees).
19.3 Effect of Termination
Upon termination or expiration of Customer’s Subscription for any reason: (a) Customer’s right to access and use the Deep Lawn Services immediately ceases; (b) Customer remains responsible for all Fees accrued through the effective date of termination; (c) Deep Lawn will handle Customer Data and End User Data in accordance with Article 17 (Data Retention); and (d) each party will, upon request, return or destroy the other party’s Confidential Information, except as necessary to comply with Article 17 or applicable law.
19.4 No Refund Upon Termination for Cause
If Deep Lawn terminates Customer’s Subscription for cause under Section 19.2, Deep Lawn will have no obligation to refund any pre-paid or accrued Fees.
19.5 Survival
The following Articles survive termination or expiration of these Terms: Article 3 (Definitions), Article 7 (to the extent Fees remain owed), Article 9 (AI-Generated Output Disclaimers), Article 10 (Geospatial Disclaimers), Article 11.1, 11.4, and 11.7 (Ownership; License; Feedback), Article 14 (Intellectual Property), Article 15 (Confidential Information), Article 17 (Data Retention), Article 19.3–19.5, Article 21 (Disclaimers), Article 22 (Limitation of Liability), Article 23 (Indemnification), Article 24 (Governing Law; Venue; Arbitration), and Article 27 (Miscellaneous), together with any other provision that by its nature is intended to survive.
20. Export Controls; Compliance with Laws
20.1 Export Controls
The Deep Lawn Services may be subject to U.S. export control and economic sanctions laws. Customer represents that it is not located in, organized under the laws of, or ordinarily resident in a country or territory subject to comprehensive U.S. trade sanctions, and is not on any U.S. government restricted-party list. Customer will not access or use the Deep Lawn Services in violation of any U.S. export control or sanctions law.
20.2 Territorial Availability
The Deep Lawn Services are currently offered to Customers located in the United States and Canada, with API-only availability in New Zealand; Deep Lawn does not collect End User Data in connection with New Zealand-based use of the Deep Lawn Services. Deep Lawn may expand or restrict the geographic availability of the Deep Lawn Services, including into additional markets such as the United Kingdom and Australia, at its discretion and subject to any additional terms applicable to such markets.
20.3 Compliance with Applicable Law
Each party will comply with all laws applicable to its own performance under these Terms, including, with respect to Customer, all laws applicable to Customer’s marketing, sale, and delivery of services to End Users and its own use of End User Data.
21. Disclaimers
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) THE DEEP LAWN SERVICES, INCLUDING ALL CONTENT, MEASUREMENT DATA, AI OUTPUT, IMAGERY, GEOSPATIAL DATA, AND THIRD-PARTY SERVICES MADE AVAILABLE THROUGH THE DEEP LAWN SERVICES, ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY; (B) DEEP LAWN DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT; (C) DEEP LAWN DOES NOT WARRANT THAT THE DEEP LAWN SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE DEEP LAWN SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (D) DEEP LAWN SPECIFICALLY DISCLAIMS ANY WARRANTY REGARDING THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY AI OUTPUT, MEASUREMENT DATA, AI-ASSISTED QUOTE, IMAGERY, PARCEL DATA, OR OTHER GEOSPATIAL OUTPUT, EACH AS FURTHER DESCRIBED IN ARTICLES 9 AND 10; (E) DEEP LAWN DOES NOT WARRANT THE AVAILABILITY, ACCURACY, OR SECURITY OF ANY THIRD-PARTY SERVICE, INCLUDING ANY CRM INTEGRATION, PAYMENT PROCESSOR, OR MAPPING PROVIDER; AND (F) DEEP LAWN DOES NOT WARRANT THAT ANY BETA FEATURE WILL BE MADE GENERALLY AVAILABLE OR WILL FUNCTION WITHOUT ERROR. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM DEEP LAWN OR THROUGH THE DEEP LAWN SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
22. Limitation of Liability
22.1 Exclusion of Certain Damages
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL DEEP LAWN OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS (COLLECTIVELY, THE “DEEP LAWN PARTIES”) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, OR DATA, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THESE TERMS OR THE DEEP LAWN SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT THE DEEP LAWN PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING ANY SUCH DAMAGES ARISING FROM: (A) INACCURACY OR INCOMPLETENESS OF ANY AI OUTPUT, MEASUREMENT DATA, OR AI-ASSISTED QUOTE; (B) INACCURACY OF IMAGERY, PARCEL DATA, OR OTHER GEOSPATIAL DATA; (C) SERVICE INTERRUPTION OR UNAVAILABILITY OF THE DEEP LAWN SERVICES OR ANY THIRD-PARTY SERVICE; (D) BUSINESS INTERRUPTION RESULTING FROM ANY OF THE FOREGOING; OR (E) ANY MISUSE OF THE DEEP LAWN SERVICES BY CUSTOMER, ITS AUTHORIZED USERS, OR ANY END USER.
22.2 Liability Cap
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE DEEP LAWN PARTIES ARISING OUT OF OR RELATED TO THESE TERMS OR THE DEEP LAWN SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CUSTOMER TO DEEP LAWN DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
22.3 Carve-Outs
The limitations in Sections 22.1 and 22.2 will not apply to: (a) either party’s indemnification obligations under Article 23; (b) Customer’s payment obligations under Article 7; (c) either party’s breach of Article 15 (Confidential Information); (d) a party’s gross negligence, willful misconduct, or fraud; or (e) any liability that cannot be limited or excluded under applicable law.
22.4 Basis of the Bargain
Customer acknowledges that Deep Lawn has set its Fees and entered into these Terms in reliance on the disclaimers and limitations of liability set forth in Articles 9, 10, 21, and this Article 22, that these provisions reflect a reasonable allocation of risk between the parties, and that Deep Lawn would not be able to offer the Deep Lawn Services on economically reasonable terms without them.
23. Indemnification
23.1 Indemnification by Customer
To the fullest extent permitted by applicable law, Customer will indemnify, defend, and hold harmless the Deep Lawn Parties from and against any third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Customer’s or any Authorized User’s use of the Deep Lawn Services in violation of these Terms; (b) Customer Data or User Content, including any claim that it infringes a third-party’s intellectual property or privacy rights; (c) Customer’s pricing, service descriptions, or the services Customer provides to End Users, including any dispute between Customer and an End User; (d) Customer’s Density Blaster campaigns and compliance with marketing laws as described in Article 12; or (e) Customer’s violation of applicable law. Deep Lawn will provide Customer with prompt written notice of any such claim, and Customer will have the right, at its expense, to control the defense and settlement of the claim, provided Deep Lawn may participate with its own counsel at its own expense.
23.2 Indemnification by Deep Lawn
To the fullest extent permitted by applicable law, Deep Lawn will indemnify, defend, and hold harmless Customer from and against any third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of a claim that the Platform, as provided by Deep Lawn and used in accordance with these Terms, infringes a third-party’s United States patent, copyright, or trademark, except to the extent the claim arises from: (a) Customer Data or User Content; (b) modification of the Platform not made by Deep Lawn; (c) combination of the Platform with products or services not provided by Deep Lawn; or (d) Customer’s use of the Deep Lawn Services in violation of these Terms. If the Platform becomes, or Deep Lawn believes it is likely to become, the subject of such a claim, Deep Lawn may, at its option, procure the right for Customer to continue using the Platform, replace or modify the Platform to be non-infringing, or terminate Customer’s Subscription and refund any prepaid, unused Fees. This Section 23.2 states Deep Lawn’s sole and exclusive obligation, and Customer’s sole and exclusive remedy, for any infringement claim.
24. Governing Law; Venue; Dispute Resolution
24.1 Governing Law
These Terms and any dispute arising out of or relating to these Terms or the Deep Lawn Services will be governed by the laws of the State of Texas, without regard to its conflict-of-laws principles, and, where applicable, the Federal Arbitration Act.
24.2 Agreement to Arbitrate
PLEASE READ THIS SECTION CAREFULLY, AS IT REQUIRES THE PARTIES TO ARBITRATE DISPUTES AND LIMITS THE MANNER IN WHICH DISPUTES MAY BE RESOLVED. Except for disputes described in Section 24.4 (Exceptions), Customer and Deep Lawn agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Deep Lawn Services (a “Dispute”) will be resolved exclusively through final and binding arbitration, rather than in court, except that either party may bring an individual action in small claims court. The arbitration will be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures, will be conducted by a single arbitrator, and will take place in the State of Texas or, at Customer’s election, remotely by videoconference. The arbitrator, and not any court, will have exclusive authority to resolve any dispute regarding the enforceability, revocability, or validity of this Section 24, except that any dispute regarding the enforceability of Section 24.3 (Class Action Waiver) will be resolved by a court, not the arbitrator.
24.3 Class Action and Jury Trial Waiver
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CUSTOMER AND DEEP LAWN EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT ANY DISPUTE WILL BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. If this Class Action Waiver is found unenforceable as to a particular Dispute, then that Dispute (and only that Dispute) will be resolved in court pursuant to Section 24.4, and not in arbitration.
24.4 Exceptions; Venue for Non-Arbitrable Disputes
Notwithstanding Section 24.2, either party may bring an action in the state or federal courts located in the State of Texas seeking injunctive or other equitable relief for actual or threatened infringement, misappropriation, or violation of a party’s intellectual property or confidentiality rights, and any Dispute not subject to arbitration under this Article 24 will be brought exclusively in the state or federal courts located in the State of Texas, and each party consents to the personal jurisdiction of such courts.
24.5 Informal Resolution
Before commencing arbitration or a court proceeding, the parties agree to attempt to resolve the Dispute informally by providing written notice of the Dispute to the other party and engaging in good-faith discussions for at least thirty (30) days.
24.6 Time Limit on Claims
Any cause of action or claim arising out of or related to these Terms or the Deep Lawn Services must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred.
25. Force Majeure
Neither party will be liable for any failure or delay in performance under these Terms (other than payment obligations) to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disaster, pandemic, war, terrorism, civil unrest, labor dispute, governmental action, internet or telecommunications failure, or failure or unavailability of a Third-Party Service, including a Mapping Provider, cloud infrastructure provider, or Payment Processor.
26. Modification of These Terms; Notices
26.1 Modification
Deep Lawn may amend these Terms from time to time by posting the revised Terms and updating the effective date above. For material changes, Deep Lawn will use commercially reasonable efforts to notify Customer, such as by email to the Account’s registered contact or an in-Platform notice, at least fifteen (15) days before the revised Terms take effect for that Customer’s then-current Subscription term. Customer’s continued use of the Deep Lawn Services after the effective date of revised Terms constitutes acceptance of those Terms; if Customer does not agree to the revised Terms, Customer’s sole remedy is to decline to renew its Subscription and to cease using the Deep Lawn Services before the revised Terms take effect.
26.2 Notices to Customer
Deep Lawn may provide notices to Customer by email to the address associated with Customer’s Account, or by posting within the Platform. Notices are deemed given when sent (for email) or posted (for in-Platform notices).
26.3 Notices to Deep Lawn
Notices to Deep Lawn under these Terms must be sent in writing to Deep Lawn, Inc., Attn: Legal Department, using the contact information published at deeplawn.com/contact-us, or to such other address as Deep Lawn designates in writing.
27. Miscellaneous
27.1 Relationship of the Parties
Deep Lawn and Customer are independent contractors. These Terms do not create a partnership, joint venture, agency, franchise, or employment relationship between the parties. Deep Lawn is not a party to, and has no responsibility for, the service relationship between Customer and its End Users.
27.2 Assignment
Customer may not assign or transfer these Terms, in whole or in part, without Deep Lawn’s prior written consent, except to a successor in connection with a merger, acquisition, or sale of substantially all of Customer’s assets, provided the successor is not a direct competitor of Deep Lawn. Deep Lawn may assign these Terms without restriction, including in connection with a merger, acquisition, reorganization, or sale of assets. Any purported assignment in violation of this Section is void.
27.3 Waiver
No failure or delay by either party in exercising any right under these Terms will operate as a waiver of that right, and a waiver of any provision on one occasion will not be construed as a waiver of that provision on any other occasion.
27.4 Severability
If any provision of these Terms is held unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
27.5 Entire Agreement
These Terms, together with the Privacy Policy and any order form, Add-On Product terms, or other document expressly incorporated by reference, constitute the entire agreement between Customer and Deep Lawn regarding the Deep Lawn Services, and supersede all prior or contemporaneous agreements or communications, whether written or oral, regarding that subject matter. In the event of a conflict between these Terms and an executed order form, the order form controls solely with respect to the specific commercial terms it addresses.
27.6 No Third-Party Beneficiaries
Except as expressly stated in Article 23 with respect to the Deep Lawn Parties, these Terms do not confer any rights or remedies on any person other than the parties to these Terms, and no End User is a third-party beneficiary of these Terms.
27.7 Publicity
Deep Lawn may identify Customer as a customer of the Deep Lawn Services, including by using Customer’s name and logo on Deep Lawn’s website and marketing materials, unless Customer opts out in writing.
27.8 Interpretation
The headings in these Terms are for convenience only and do not affect interpretation. “Including” means “including without limitation.” These Terms have been negotiated by the parties and their respective counsel and will be interpreted fairly in accordance with their terms, without any strict construction in favor of or against either party.
28. Contact Information; Requests for Information
Questions regarding these Terms, or complaints or grievances regarding data handling or the Deep Lawn Services generally, may be directed to Deep Lawn’s Legal Department using the contact form available at deeplawn.com/contact-us. All requests for information or documents related to potential, anticipated, or current legal proceedings, investigations, or disputes, including service of legal process, must be made using the appropriate level of legal process and directed to Deep Lawn, Inc., Attn: Legal Department, at the address published at deeplawn.com/contact-us. Deep Lawn does not accept service of process or formal legal requests by email.