Terms of Service

These Terms of Service (“Terms”) form a binding legal agreement between you (“Customer,” “you,” or “your”) and Keplify LLC, a Delaware limited liability company (“we,” “us,” or “our”), governing your access to and use of SplitRE at https://app.splitre.appand splitre.app (collectively, the “Service”). By creating an account, starting a free trial, or using the Service in any way, you agree to be bound by these Terms. If you are accepting on behalf of a business entity, you represent and warrant that you have the legal authority to bind that entity to these Terms.

If you do not agree with any part of these Terms, you must not use the Service.

1. The Service

SplitREis a web-based software application that automates real estate commission calculations, annual agent cap tracking, and accounting integration with QuickBooks Online (“QBO”) for independent real estate brokerages operating in the United States. The Service is offered on a subscription basis in three tiers: Boutique, Independent, and Brokerage. All tiers include access to every feature; tiers differ only in the number of active agents permitted.

We reserve the right to modify, discontinue, or update any feature of the Service at any time. Where changes materially reduce functionality, we will provide at least 30 days’ written notice to active subscribers.

2. Eligibility and Account Registration

The Service is intended solely for use by licensed real estate brokerages and their authorized personnel operating in the United States. You must be at least 18 years of age and have the legal capacity to enter into contracts in your jurisdiction to create an account.

You agree to provide accurate, current, and complete information during registration and to keep that information updated. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify us immediately at [email protected] if you believe your account has been accessed without your authorization.

Each account may serve one brokerage only. You may not share your account with third parties, sublicense access, or resell the Service.

3. Free Trial

New accounts receive a 14-day free trial with complete access to all features of the Service. No credit card or payment information is required to begin a trial. The trial period begins on the date your account is created and ends at 11:59 PM Eastern Time on the 14th calendar day.

At the end of the trial period, if you have not provided a valid payment method and selected a subscription plan, your account will be automatically paused. Your brokerage data will be preserved for 30 days following the trial expiration, after which it may be permanently deleted. We will send you email reminders at 7 days and 3 days before trial expiration.

We reserve the right to modify, shorten, or discontinue the free trial offer at any time without notice to prospective users. Existing trials in progress will not be shortened without notice.

4. Subscriptions and Billing

4.1 Subscription Plans

Subscriptions are available on a monthly or annual billing cycle. Monthly plans are billed every 30 days from the date of activation. Annual plans are billed in full at the start of each 12-month term at the applicable annual rate.

4.2 Payment Authorization

By subscribing, you authorize Keplify LLC and its payment processor (Stripe, Inc.) to charge your designated payment method on a recurring basis at the applicable rate for your selected plan and billing cycle. All prices are stated in US dollars and are exclusive of any applicable taxes. You are responsible for all taxes, duties, or government levies applicable to your subscription.

4.3 Billing Failures and Dunning

If a scheduled payment fails, we will notify you by email and retry the charge automatically up to four times over approximately 7 calendar days. Your account remains fully active during this retry window.

If all retries fail, your account enters a grace period during which your account is accessible in read-only mode (you may view data and export, but not create new deals):

• Monthly plans: 3-day grace period
• Annual plans: 7-day grace period

If payment is not resolved by the end of the grace period, your account is locked. All brokerage data is preserved for 30 calendar days from the lock date, during which you may log in to export your data. After 30 days, all brokerage data is permanently deleted. You may restore access at any time before data deletion by updating your payment method through the billing portal at app.splitre.app › Settings › Billing.

4.4 Plan Changes

Upgrades: Upgrading to a higher plan tier, or switching from monthly to annual billing, takes effect immediately. You will be charged a prorated amount for the remainder of your current billing period, with a credit applied for unused days on your previous plan.

Downgrades: Downgrading to a lower plan tier, or switching from annual to monthly billing, is scheduled to take effect at the end of your current billing period. You retain full access to your current plan until that date. No refund or credit is issued for unused time on your current plan when you schedule a downgrade.You may cancel a scheduled downgrade at any time before it takes effect through Settings › Billing.

4.5 Price Changes

We reserve the right to adjust subscription prices. We will provide at least 30 days’ written notice of any price increase to active subscribers before the new price takes effect. Your continued use of the Service after the notice period constitutes acceptance of the new pricing.

5. Agent Limits and Plan Enforcement

Each subscription tier permits a defined number of active agents on your account:

• Boutique: Up to 5 active agents
• Independent: Up to 25 active agents
• Brokerage: Unlimited active agents

“Active agents” means any agent profile on your account that is not marked as inactive or archived. Inactive agents do not count toward your plan limit and retain their full commission and cap history.

If you schedule a plan downgrade and your current active agent count exceeds the new plan’s limit, you will be notified at the time of scheduling. You have until the end of your current billing period to deactivate excess agents. Any agents still over the new limit when the downgrade takes effect will be automatically locked (access suspended) on that date. Locked agents retain all their commission and cap history and can be reactivated by deactivating other agents or upgrading your plan.

Locked agents do not count toward your active agent limit. Deactivating one active agent will allow you to unlock one locked agent within the app.

6. Acceptable Use

You agree not to use the Service to:

• Violate any applicable federal, state, or local law or regulation
• Process commissions or financial data for any brokerage other than the one registered under your account
• Reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service
• Use automated scripts, bots, scrapers, or crawlers to extract data from the Service
• Attempt to gain unauthorized access to any part of the Service, its servers, or any connected systems
• Upload, transmit, or introduce any virus, malware, ransomware, or other malicious code
• Interfere with or disrupt the performance, integrity, or availability of the Service or its infrastructure
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Use the Service in any manner that could subject Keplify LLC to legal liability
• Resell, sublicense, or otherwise commercialize access to the Service without prior written consent

We reserve the right to investigate suspected violations and to suspend or terminate accounts that we determine, in our sole discretion, have violated this Section.

7. Your Data and Content

7.1 Ownership

You retain full ownership of all data, records, and content you upload or create within the Service, including commission plans, agent profiles, and deal records (“Customer Data”). We do not claim any ownership interest in your Customer Data.

7.2 License to Process

You grant us a limited, non-exclusive, worldwide, royalty-free license to host, store, process, and display your Customer Data solely as necessary to provide, maintain, and improve the Service and as described in our Privacy Policy. This license terminates upon deletion of your data in accordance with Section 11.

7.3 Your Responsibilities

You are solely responsible for the accuracy and legality of all Customer Data you enter into the Service. If your Customer Data includes personal information about your agents (such as names, Social Security Numbers, or income data), you are responsible for ensuring you have the legal right to collect and process that information and for complying with all applicable privacy and employment laws.

7.4 Aggregated Data

We may collect and use de-identified, aggregated data derived from your use of the Service (such as feature usage patterns and system performance metrics) for the purposes of improving the Service, provided that such data cannot reasonably be used to identify you or your agents.

8. QuickBooks Online Integration

The QuickBooks Online integration is provided as a convenience feature. To use it, you must authorize SplitREto access your QBO account using your own Intuit credentials through Intuit’s OAuth authorization flow. You may revoke this authorization at any time through your QBO account settings.

You are solely responsible for the accuracy of data you choose to sync to QuickBooks Online. Keplify LLC is not liable for (a) errors in your QBO records resulting from inaccurate data you entered into SplitRE; (b) any QBO API changes, outages, or service interruptions caused by Intuit; or (c) any QBO account fees, reconciliation costs, or professional accounting fees arising from your use of the integration.

The SplitRE QuickBooks integration supports QuickBooks Online (Simple Start, Essentials, Plus, and Advanced). QuickBooks Desktop is not supported.

9. Intellectual Property

The Service, including all software, code, algorithms, user interfaces, text, graphics, logos, and trademarks, is owned by Keplify LLCand protected by United States and international intellectual property laws. “SplitRE” and the SplitRE logo are trademarks of Keplify LLC. Nothing in these Terms grants you any right, title, or interest in any Keplify LLC intellectual property except the limited right to use the Service as described in these Terms.

If you provide us with feedback, suggestions, or ideas regarding the Service (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, incorporate, and commercialize that Feedback without any obligation to compensate you.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, KEPLIFY LLC EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
• ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS
• ANY WARRANTY THAT COMMISSION CALCULATIONS PRODUCED BY THE SERVICE WILL BE ACCURATE, COMPLETE, OR COMPLIANT WITH ANY PARTICULAR BROKERAGE AGREEMENT OR APPLICABLE LAW
• ANY WARRANTY THAT THE SERVICE WILL MEET YOUR SPECIFIC BUSINESS OR ACCOUNTING REQUIREMENTS

SplitRE is a calculation and automation tool. You are solely responsible for verifying that all commission calculations, cap tracking results, and financial records produced by the Service are accurate and consistent with the terms of your agreements with your agents. We strongly recommend that you have all commission calculations and accounting records reviewed by a licensed real estate attorney or certified public accountant before relying on them for agent payments or financial reporting.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KEPLIFY LLC, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or business opportunities
• Commission overpayments or underpayments to agents
• Errors or omissions in QuickBooks Online records
• Loss or corruption of data
• Agent attrition or employment-related claims arising from commission errors
• Cost of substitute services

THE FOREGOING LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF KEPLIFY LLCHAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL SUBSCRIPTION FEES ACTUALLY PAID BY YOU TO US IN THE 12 CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation of certain types of damages. To the extent such limitations are not permitted by applicable law, the above limitations will apply to the maximum extent permitted.

12. Indemnification

You agree to defend, indemnify, and hold harmless Keplify LLCand its members, managers, officers, employees, and agents from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your use of or access to the Service
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Any claim by one of your agents or employees arising from commission calculations, cap tracking, or payments processed using the Service
• Your Customer Data, including any claim that it infringes the intellectual property or privacy rights of a third party

13. Cancellation and Data Deletion

You may cancel your subscription at any time through app.splitre.app › Settings › Billing › Cancel Subscription or by emailing [email protected]. Cancellation takes effect at the end of your current paid billing period. You will retain full access to the Service through the end of that period.

Following cancellation, your account will enter a 30-day data retention window. During this period, you may log in and export a complete backup of your brokerage data (commission plans, agent records, deal history, and cap data) by navigating to app.splitre.app › Settings › Data Exportand selecting “Download Full Export.” Your export will be provided as a CSV archive.

After the 30-day data retention window expires, all of your Customer Data will be permanently and irreversibly deleted from our systems and backups. This deletion cannot be undone. We will send a reminder email at 7 days and 3 days before permanent deletion occurs.

For refunds applicable upon cancellation, see our Refund and Cancellation Policy.

14. Termination by Us

We reserve the right to suspend or terminate your account, with or without notice, if we determine in our reasonable discretion that:

• You have materially violated these Terms
• Your use of the Service creates legal, financial, or reputational risk to us or to other users
• We are required to do so by applicable law or court order
• Payment has not been received within 7 days of a billing failure after our standard retry attempts

Where we terminate your account for cause, we will provide written notice stating the reason where possible. Where termination is for cause, you will not be entitled to a refund for any unused portion of your subscription period. The 30-day data export window described in Section 13 will still be made available following termination, except where termination arises from illegal activity or serious abuse of the Service.

15. Governing Law

These Terms and any dispute arising from your use of the Service shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict-of-law principles.

16. Dispute Resolution and Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

Informal Resolution First. Before initiating any formal dispute process, you agree to contact us at [email protected] and provide a written description of the dispute. We will have 30 days to attempt to resolve the dispute informally.

Binding Arbitration.If the dispute is not resolved informally within 30 days, it shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Consumer or Commercial Arbitration Rules, as applicable. The arbitration shall be conducted in English. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class Action Waiver. YOU AND KEPLIFY LLC EACH WAIVE THE RIGHT TO BRING OR PARTICIPATE IN ANY CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING. Each party may only bring claims in its individual capacity.

Exceptions. Notwithstanding the above, either party may seek emergency injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration, or to enforce an arbitration award.

17. Changes to These Terms

We may revise these Terms from time to time. When we make material changes, we will update the effective date at the top of this page and notify active subscribers by email to their registered email address at least 30 days before the new Terms take effect. The email will summarize what has changed.

If you continue to use the Service after the effective date of the revised Terms, you are agreeing to be bound by those changes. If you do not agree to the revised Terms, you must stop using the Service before the effective date and may cancel your account in accordance with Section 13.

18. General Provisions

Entire Agreement. These Terms, together with our Privacy Policy and Refund and Cancellation Policy, constitute the entire agreement between you andKeplify LLC regarding the Service and supersede all prior agreements or communications.

Severability. If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force.

Waiver. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

Assignment. You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations under these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.

Force Majeure. We will not be liable for any delay or failure to perform resulting from causes beyond our reasonable control, including acts of God, natural disasters, war, terrorism, government actions, labor disputes, internet outages, or third-party service failures (including Stripe, Supabase, or Intuit).

19. Contact

For legal notices or disputes: