Terms of Use

1. Agreement to these terms

These Terms of Use are a legally binding agreement between you — personally or on behalf of an entity — and Latchel, Inc., a Delaware corporation (“Latchel”, “we”, “us” or “our”). They govern your access to and use of latchel.com and any related site, application or channel (the “Site”), and your use of Latchel’s maintenance and resident experience platform, the property manager, resident and service provider portals, our mobile and messaging channels, our AI front office, and any other Latchel product, feature or channel that links to these terms (the “Services”).

By accessing the Site or using the Services you agree to be bound by these terms. If you do not agree, do not use the Site or the Services.

These terms require most disputes between you and Latchel to be resolved by binding individual arbitration rather than in court, and contain a class action waiver. See section 28, including your right to opt out of arbitration within 30 days under section 28.9.

The information on the Site is not intended for distribution to, or use by, any person or entity in any jurisdiction where that would be contrary to law or would subject us to a registration requirement. If you access the Site from outside the United States you do so on your own initiative and are responsible for complying with local law.

2. Which agreement governs you

Latchel publishes several agreements. Which ones apply depends on your relationship with us. All of them are listed at latchel.com/legal.

Everyone

These Terms of Use and the Privacy Policy.

Property management companies

The Master Services Agreement and your Order Form, in addition to these terms. Your Order Form is the agreement you signed, or, if you did not sign one, the plan and pricing you subscribed to.

Residents

These terms, in full, and the Privacy Policy. Resident-specific terms begin at section 7 and are written for you; the rest of the agreement applies to you as well. If your property manager provides a resident benefits package, what you pay for it is a matter between you and them under your lease. The Resident Benefits Agreement applies only if you bought a package directly from Latchel.

Users of Latchel Contractor Dispatch

The Contractor Dispatch Terms, in addition to these terms.

Vendors and contractors

These terms, in full. Section 8 covers your participation and your information, whether you joined a Latchel network or your property manager brought you.

Order of precedence. If an Order Form, the Master Services Agreement, the Resident Benefits Agreement or the Contractor Dispatch Terms conflict with these Terms of Use, that other agreement controls over these terms to the extent of the conflict, in that order, in each case as between you and Latchel under the agreements that apply to you. These terms fill the gaps; they do not override an agreement you entered into with Latchel. Section 30 (Miscellaneous) is subject to this section.

3. Eligibility

The Site and the Services are for people aged 18 or over. If you are under 18, do not use them and do not register. If you are agreeing on behalf of an entity, you represent that you have authority to bind that entity.

You further represent that the registration information you give us is true, accurate, current and complete; that you will keep it that way; that you have the legal capacity to agree to these terms; that you will not use the Site or the Services for any unlawful or unauthorized purpose; and that your use will not violate any applicable law.

If you give us information that is untrue, inaccurate, outdated or incomplete, we may suspend or terminate your account and refuse any current or future use of the Site or the Services.

4. The Site and the Services

The Site is our website and its content. The Services are what Latchel does for customers: intake and triage of maintenance requests, troubleshooting, dispatch and scheduling of service providers, an AI front office that answers and handles calls and messages to a property manager’s office, the property manager, resident and service provider portals, our mobile and messaging channels, resident benefits programs, and the software that supports all of it. They also include any other Latchel product, feature or channel that links to these terms, including ones we introduce after the date at the top of this page.

These terms govern both. Where a section applies to only one, it says so.

5. Accounts

Some parts of the Services require an account. You are responsible for keeping your credentials confidential and for everything done under your account. Tell us promptly if you believe your account has been compromised.

6. Property manager terms

This section applies to users who manage properties, whether for their own benefit or for clients (“Property Managers”). It supplements the Master Services Agreement.

The Property Manager will:

• continue to hold and discharge its fiduciary responsibility to its clients, including ensuring that maintenance work is performed properly and in a timely fashion;
• continue to explain estimates to, and seek approval from, property owners where applicable;
• continue to perform scheduled and planned maintenance, such as unit turns, upgrades, remodels, large projects, and work requiring multiple estimates;
• continue to coordinate with warranty companies, including home, builder and manufacturer warranties;
• make its best effort to educate and inform its residents and service providers on how to use Latchel’s software, and continue to coordinate directly with any resident or service provider who is unable or unwilling to participate;
• send maintenance requests in an agreed and acceptable format, which we will supply on request;
• provide accurate and current address, identification and contact information for its residents and properties; and
• keep Latchel and the Site up to date with accurate information about any rules, configurations or data we need in order to perform the Services.

Latchel will:

• act at the Property Manager’s direction: the Property Manager decides what work is authorized, what budget limits apply and which service providers may be used, and Latchel does not select or engage service providers on its own account;
• provide software and services to facilitate scheduling of maintenance requests and confirmation of completion;
• follow the maintenance dispatching guidelines and rules the Property Manager has configured in the Latchel system;
• seek budget approval from the Property Manager whenever a budget exceeds the maximum, or “hard”, budget limit the Property Manager has configured; and
• collect availability from residents, confirm availability with service providers, send appointment confirmations and reminders, and confirm completion of maintenance requests. These depend on the cooperation of residents and service providers.

7. Resident terms

This section is for residents at a property your property manager has enrolled with Latchel. Your lease or an addendum to it may point you here.

When you accept these terms. You accept them by signing a lease or an addendum that incorporates them, by submitting a maintenance request through Latchel, or by using the Latchel application to review or manage maintenance or anything else in it. Put simply, using Latchel is accepting these terms. Your 30-day right to opt out of arbitration is described in section 28.9, and the 30 days run from the day you are first given notice of these terms, including notice through a lease or addendum that incorporates them, or the day you first accept them, whichever is later.

7.a Two different things, and which one you pay for

People mix these up, so it is worth separating them.

• Maintenance and repair coordination. Where your property manager has bought it, Latchel handles maintenance requests for them — intake, troubleshooting, scheduling and coordinating a service provider. You may use it, because your property manager engaged us. This is not something you pay us for, and it is not part of any benefits package.
• A resident benefits package. Where your property manager offers one and you are enrolled, this is what your benefits fee buys. See section 7.c.

These are separate products. A property manager may buy either, both or neither. Which of them you have depends entirely on what your property manager bought.

7.b We do not bill you

Unless you bought a benefits package directly from Latchel, Latchel does not charge you for any of this. (If you did buy one from us directly, the Resident Benefits Agreement governs it, and this paragraph does not apply to you.) If you pay a resident benefits fee, your property manager sets it and collects it. What the fee is, what it covers, when it changes and how to stop paying it are governed by your lease and by the addendum you signed with your property manager.

Billing questions, refund requests and anything about the charge on your rent go to your property manager. We cannot change, credit or refund a charge we did not make.

7.c What a benefits package contains

Benefits packages differ between property managers. The benefits Latchel provides are generally some combination of:

• Reimbursement for certain household costs you would normally pay yourself, up to a limit;
• Help requesting home services such as cleaning, lawn care or light handyman work; and
• Access to a benefits hub of offers from other companies.

Which of these your property manager selected is set out in the materials they give you. We do not promise you any particular benefit — your property manager chose the package.

Some benefits in your package are not ours. A package may include benefits provided or fulfilled by another company, such as renters insurance programs, credit reporting or pest plans. Where a benefit is provided or fulfilled by someone other than Latchel, Latchel does not control, warrant or take responsibility for it, and questions about it go to your property manager or to the company providing it.

7.d Reimbursement is not insurance

Where your package includes reimbursement, it is a contractual benefit, not insurance. Latchel is not an insurer, it is not a policy, and it does not replace renters insurance. What is covered, what is excluded and the limit are in the materials your property manager gives you.

7.e Home services are referred, not performed

This is separate from a maintenance repair your landlord is responsible for, which your property manager handles under section 7.a.

7.f Service providers are independent

Where Latchel coordinates a repair, we do it at your property manager’s direction and under the rules they set — what work is authorized, what it may cost, and who may be sent. It is not a service we sell you. The technician who comes to your home is an independent contractor, not a Latchel employee or agent. See section 8.

Please treat the people who come to your home courteously and lawfully, and give them safe and reasonable access to do the work.

7.g Calls and messages

Calls may be recorded, and we tell you when you are talking to our AI: see section 17. How text messages work, and how to stop them, is in section 16. The Privacy Policy describes both in full.

7.h Your information

Most information we hold about you came from your property manager, or was generated while we worked on their behalf. For that information your property manager is responsible and we act on their instruction. If you ask us to access, correct or delete it, we will identify your property manager where we can, forward your request to them, and tell you we have done so. See Making a request in the Privacy Policy.

How we use it. Section 26 sets out the licence you give us and the limits on it: your information is de-identified or aggregated before it is used to train any model, we claim no ownership of it, we do not sell it for money, and we do not create voiceprints or other biometric identifiers. The full description is in the Privacy Policy.

7.i When this ends

Your access ends when you stop being a resident at a property your property manager has enrolled, or when your property manager’s agreement with Latchel ends.

8. Service providers

Latchel operates the Latchel Vendor Network and the Latchel Contractor Network. Property Managers are under no obligation to use them, and may use their own in-house or preferred vendors instead. This section covers both: sections 8.a to 8.c are written for service providers in a Latchel network, and section 8.d is written for service providers a property manager brought.

A Property Manager that uses a Latchel network service provider may ask Latchel to review a work order invoice and request a full or partial refund under the process described in section 9, on the discretionary, non-contractual terms stated there.

8.a If you are a network service provider

This section is for vendors and contractors who join or work through a Latchel network. There is no separate network agreement: these terms govern your participation. You accept them by applying to join a network, by accepting work through one, or by continuing to take work through one after we give you notice of these terms. Your 30-day right to opt out of arbitration is described in section 28.9, and the 30 days run from the day you are first given notice of these terms or the day you first accept them, whichever is later.

8.b Your business information

To operate the networks you provide us with business information: your trade, licensing and insurance details, service areas, rates, availability, and the history of work you perform through Latchel. You grant Latchel the licence described in section 26 over that information and over the material you submit in the course of a job, including work reports, photographs, invoices and estimates, together with the rights described there to create de-identified and aggregated data and to license and commercialize it in de-identified form. You also grant Latchel the right to show your business profile, including your trade, licensing and insurance status, service area and ratings, to the property managers and residents you may perform work for. The licences in this section survive termination under section 21.

8.c Information we give you about residents, owners and property managers

To perform a job you receive personal information about residents, property owners and property manager staff: typically name, address, contact details, unit access instructions and the description of the problem. That information is not yours. Joining a Latchel network, or accepting a job through one, gives you no right to use it for anything other than the job.

You must keep that information secure, keep it no longer than the purposes above require, and delete it on our written request unless the law requires you to keep it. If you learn that it has been used or disclosed in breach of this section, tell us at privacy@latchel.com without unreasonable delay. A breach of this section is grounds for suspension or removal from a network under section 21.

Nothing in this section limits the licence you grant over your own business information in section 8.b, which covers information about you, not about the people you are sent to.

8.d If a property manager sent you

You may work through Latchel without joining a network, because the property manager who engaged us uses you as one of its own vendors. These terms govern anyone who uses Latchel to receive, schedule, perform or invoice a job, whether or not they joined a Latchel network. You accept them by using Latchel to do any of those things.

Section 8.c applies to you in full: the information we give you about residents, property owners and property manager staff may be used only for the job it relates to, and never to market your own services. The licence in section 8.b applies to the material you submit through Latchel in the course of a job, such as work reports, photographs, invoices and estimates. Nothing in this section makes you a member of a Latchel network or gives Latchel the right to publish a business profile for you.

Your pay, your insurance and the scope of your work are a matter between you and the property manager, not Latchel. Most of the information we hold about you was entered by the property manager, who is responsible for it, as the Privacy Policy describes.

9. The Latchel Guarantee

The Latchel Guarantee and Refund Request Policy is a policy we publish, not a term of this agreement.

It is not incorporated into these terms or into any other agreement between you and Latchel, it creates no contractual right or warranty, and we may modify or withdraw it at any time. Whether and how it applies to a particular work order is determined by Latchel in its sole discretion. Nothing in it expands the warranties in section 23 or the limits in section 24.

10. Acceptable use

You may use the Site and the Services only for the purposes we make them available for. You agree not to:

• systematically retrieve content to create or compile a collection, compilation, database or directory without our written permission;
• use content from the Site or the Services to train, fine-tune, evaluate or otherwise develop any machine learning model or artificial intelligence system, or to perform text or data mining, without our written permission;
• use any spider, robot, scraper, offline reader or other automated system to access the Site or the Services, other than a standard search engine or browser operating within the limits set by our robots.txt;
• collect usernames or email addresses by electronic or other means for the purpose of sending unsolicited messages, or create accounts by automated means or under false pretenses;
• circumvent, disable or interfere with security-related features, or attempt to bypass measures designed to restrict access;
• trick, defraud or mislead us or other users, particularly in any attempt to obtain sensitive account information;
• make improper use of our support services, or submit false reports of abuse or misconduct;
• interfere with, disrupt or create an undue burden on the Site, the Services or the networks connected to them;
• use information obtained from the Site or the Services to harass, abuse or harm another person;
• decipher, decompile, disassemble or reverse engineer any of the software;
• harass, intimidate or threaten our employees or agents;
• remove any copyright or proprietary notice from any content;
• copy or adapt the software behind the Site or the Services;
• upload or transmit viruses, Trojan horses or other material that interferes with the operation of the Site or the Services, or that acts as a passive or active collection mechanism, including web beacons, tracking pixels and similar devices;
• use the Site or the Services in violation of any applicable law or regulation; or
• use the Site or the Services as part of an effort to compete with us.

Violating this section may result in suspension or termination of your access.

11. Your contributions

The Site and the Services may let you submit content — text, photographs, video, audio, comments, ratings, service reviews and similar material (“Contributions”). Contributions do not include the substance of a maintenance request or the information needed to complete one, except for service reviews.

When you make a Contribution you represent and warrant that:

• it does not infringe any third party’s copyright, patent, trademark, trade secret, moral or other proprietary rights;
• you own it or have all licenses, rights, consents and permissions needed to authorize its use as contemplated here;
• you have the consent of every identifiable person appearing in it to use their name or likeness;
• it is not false, inaccurate or misleading;
• it is not unsolicited advertising, a pyramid scheme, spam or other solicitation;
• it is not obscene, violent, harassing, defamatory or otherwise unlawful;
• it does not ridicule, intimidate or abuse anyone, or contain offensive material connected to race, national origin, gender, sexual orientation or disability;
• it does not advocate or threaten physical harm against anyone;
• it does not violate anyone’s privacy or publicity rights;
• it does not solicit personal information from, or exploit, anyone under 18; and
• it does not otherwise violate these terms or any applicable law.

License. You keep ownership of your Contributions. We do not claim any ownership interest in them. You grant Latchel a non-exclusive, worldwide, royalty-free, fully paid, sublicensable and transferable license to host, store, cache, reproduce, adapt, reformat, translate, excerpt, publish, publicly display and distribute your Contributions, and to create derivative works from them, in order to operate, provide, secure, support, analyze and improve the Site and the Services — including to develop, train, test, tune and evaluate models, algorithms and machine learning systems — and to market the Services, subject in each case to the limits in section 26. It also includes the rights described in section 26 to create de-identified and aggregated data from Contributions and to use, distribute, share, license, sublicense and otherwise commercialize that data, in de-identified form only. This license lasts as long as we retain the Contribution, except that the rights over de-identified and aggregated data already created are perpetual and irrevocable and survive deletion of the Contribution, and it covers any media now known or later developed. Anyone who receives de-identified data from us is contractually prohibited from attempting to re-identify it, and from creating a voiceprint or other biometric identifier or attempting to identify any person from it.

Contributions are de-identified or aggregated before they are used to train any model, as described in the Privacy Policy. Material that is not a Contribution — the substance of a maintenance request and what is needed to complete it — is licensed to us under section 26 instead, under the licence stated there.

We may edit, re-categorize, refuse or remove any Contribution at any time, for any reason, without notice. We have no obligation to monitor Contributions. We are not responsible for statements in your Contributions, and you are solely responsible for them.

12. Reviews

Where we invite reviews or ratings, your review should reflect firsthand experience and your own honest opinion. It must not contain profanity, abusive, racist or hateful language, discriminatory references, or references to illegal activity, and must not contain false or misleading statements or conclusions about the legality of anyone’s conduct. Do not organize a campaign to post reviews.

We may accept, reject or remove a review at our discretion. We have no obligation to screen reviews. Reviews reflect the opinions of the people who wrote them, not ours, and we assume no liability for them.

We will never penalize you for an honest negative review. Nothing in these terms restricts your right to review our Services, and any attempt to read them that way is void.

13. Feedback

If you send us suggestions, ideas or feedback about the Site or the Services (“Feedback”), you agree we may use it for any purpose without obligation or compensation to you, and you waive any moral rights in it.

Feedback does not include Property Manager Data as defined in the Master Services Agreement, personal information about you or anyone else, or the content of a maintenance request. Sending us a support ticket does not turn the information in it into Feedback.

14. Intellectual property

Unless otherwise indicated, the Site and the Services, and all source code, databases, software, designs, audio, video, text, photographs and graphics in them (the “Content”), and the trademarks, service marks and logos in them (the “Marks”), are owned by or licensed to us and protected by intellectual property laws. The Content and Marks are provided “as is” for your information and use in connection with the Services.

If you are eligible to use the Site, you are granted a limited, revocable license to access it and to download or print portions of the Content you properly access, for your own non-commercial use. All rights not expressly granted are reserved. No part of the Site or the Content may otherwise be copied, republished, sold, licensed or exploited commercially without our prior written permission.

15. Copyright and DMCA

We respect the intellectual property rights of others. If you believe material on the Site or the Services infringes a copyright you own or control, send a written notice to our designated agent:

Copyright Agent
Latchel, Inc.
1111B S Governors Ave, STE 6677
Dover, DE 19904
United States
legal@latchel.com

Your notice must include, as 17 U.S.C. § 512(c)(3) requires:

1. a physical or electronic signature of a person authorized to act for the owner of the right allegedly infringed;
2. identification of the copyrighted work claimed to have been infringed;
3. identification of the material claimed to be infringing and information reasonably sufficient to let us locate it;
4. your name, address, telephone number and email address;
5. a statement that you have a good faith belief that the use is not authorized by the copyright owner, its agent or the law; and
6. a statement, under penalty of perjury, that the information in the notice is accurate and that you are authorized to act on the owner’s behalf.

We may forward a copy of your notice to the person who posted the material. If your material was removed and you believe that was a mistake or misidentification, you may send a counter-notice to the same address containing the elements 17 U.S.C. § 512(g)(3) requires.

Under 17 U.S.C. § 512(f) you may be liable for damages if you knowingly materially misrepresent that material is infringing. If you are unsure, consult an attorney before sending a notice. We terminate the accounts of repeat infringers in appropriate circumstances.

16. Text messages

We send text messages from a range of numbers, which may include ten-digit local numbers, toll-free numbers and short codes. Message frequency varies. Message and data rates may apply. Carriers are not liable for delayed or undelivered messages.

Service messages. If you submit a maintenance request, or your property manager enrolls you, we and the service providers working on your request may send you text messages about appointments, scheduling, access and completion. These are not marketing messages.

Marketing messages. We send promotional text messages only to people who have given prior express written consent to receive them. Consent to marketing messages is not a condition of purchasing anything or of receiving maintenance service.

How to stop them.

• Automated and bulk messages — reply STOP to any of them. We suppress you across every number we send automated messages from for that messaging program, not only the number that messaged you. Reply HELP for help.
• Individual messages sent by a person, such as a coordinator working on your request, stop per number: reply STOP to that number.
• To stop everything at once, email privacy@latchel.com.

Opting out of service messages may affect our ability to coordinate maintenance for you. If a phone number you gave us stops being yours, tell us promptly. The Privacy Policy describes what we collect from messages and how long we keep it.

17. Calls and recording

Calls to and from Latchel, including calls answered by our AI front office, may be monitored, recorded and transcribed for quality, staff training, dispute resolution, safety and service improvement. Where the law requires the consent of all parties, as it does in California, Washington and a number of other states, we give notice at the start of the call, and by continuing the call you consent to being recorded. If you would rather not be, you may decline or ask to continue by another channel.

When you are interacting with our AI rather than a person, we tell you so.

The Privacy Policy describes what we record, how we connect residents and service providers through a masked number, and how long we keep it.

18. Privacy

Our Privacy Policy explains what we collect and why, and is incorporated into these terms. The Site is hosted in the United States. If you access it from elsewhere, your information is transferred to and processed in the United States.

We do not knowingly collect information from anyone under 18. If we learn that we have, we delete it, subject to the limited handling of a minor’s maintenance call described in the Privacy Policy.

19. Third-party sites and content

The Site may link to sites, or contain content, that we do not operate or control (“Third-Party Websites” and “Third-Party Content”). We do not investigate or monitor them and are not responsible for them. A link is not an endorsement. If you leave the Site, these terms no longer govern, and you should review the terms and privacy practices of wherever you land. Purchases you make through a Third-Party Website are between you and that third party.

20. Site management

We may, but are not obliged to: monitor the Site and the Services for violations of these terms; take legal action against anyone who violates the law or these terms, including reporting them to law enforcement; refuse, restrict or disable any Contribution; remove content that is excessive in size or burdensome to our systems; and otherwise manage the Site and the Services to protect our rights and property and keep them working properly.

21. Term and termination

These terms remain in effect while you use the Site or the Services.

We may deny access to the Site or the Services, or terminate or suspend your account, at any time and without notice or liability, for any reason including breach of these terms or of applicable law. If we terminate or suspend your account, you may not register a new one under your name, a false name or a third party’s name. We may also pursue civil, criminal and injunctive relief.

If you have a signed agreement with us, or the Master Services Agreement applies to you, that agreement governs termination of the Services provided under it, and this section does not shorten any notice period it gives you.

Sections 2, 7.h, 8.b, 8.c, 8.d, 10, 11, 12, 13, 14, 23, 24, 25, 26, 27, 28 and 30 survive termination.

22. Changes and interruptions

We may change, modify or remove the contents of the Site at any time, and may modify or discontinue all or part of the Site or the Services, without notice. We have no obligation to update any information on the Site.

We cannot guarantee the Site or the Services will always be available. We may experience hardware, software or other problems, or need to perform maintenance, resulting in interruptions, delays or errors. Subject to any signed agreement, and to the Master Services Agreement where it applies, we have no liability for any loss or inconvenience caused by downtime or discontinuance.

23. Disclaimer

24. Limitation of liability

25. Indemnification

You agree to defend, indemnify and hold harmless Latchel, its subsidiaries, affiliates and their respective officers, agents, partners and employees from any loss, damage, liability, claim or demand, including reasonable attorneys’ fees, made by a third party arising out of your Contributions; your breach of these terms or of your representations and warranties in them; your violation of a third party’s rights, including intellectual property rights; your violation of applicable law; or any harmful act toward another user or toward a service provider.

This section does not apply to a resident using the Services through a property manager, except as to that resident’s Contributions, violation of a third party’s rights, violation of applicable law, or harmful act toward another person.

We may, at your expense, assume the exclusive defense and control of a matter you are required to indemnify us for, and you agree to cooperate with that defense. We will use reasonable efforts to notify you of any such claim.

26. Your data

We maintain data you transmit through the Site and the Services in order to manage their performance, and data about your use of them. We perform routine backups, but you are responsible for the data you transmit. Except as a signed agreement with us or the Master Services Agreement provides, we have no liability to you for loss or corruption of that data.

Licence to operate and improve the Services. This covers the material that is not a Contribution under section 11 — the substance of a maintenance request and the information needed to complete one, including descriptions, photographs, video, and call recordings and transcripts. You keep ownership of it and we claim none. You grant Latchel a non-exclusive, worldwide, royalty-free, fully paid, sublicensable and transferable licence to host, store, reproduce, adapt and analyze that material in order to operate, provide, secure, support and improve the Site and the Services, and to develop, train, test, tune and evaluate models, algorithms and machine learning systems. You also grant Latchel the right to create de-identified and aggregated data from that material, and to use, reproduce, distribute, share, license, sublicense and otherwise commercialize that de-identified and aggregated data for any lawful business purpose, including industry analysis, benchmarking, research, and the development, training and evaluation of models. The rights over de-identified and aggregated data, once created, are perpetual and irrevocable, and survive deletion of the material they were created from. The licence terms in this section also apply to any other material that another section of these terms, such as section 8.b, states they apply to. This licence includes marketing and publicity use of the material, including descriptions and messages, on the same terms as section 11 applies to Contributions. It does not extend to marketing or publicity use of photographs or video, which reaches Contributions only, under section 11. And where we hold material as a property manager’s service provider (see section 1 of the Privacy Policy), we use it in marketing only in de-identified form or with that property manager’s permission.

Three limits on that licence. Information is de-identified or aggregated before it is used to train any model; de-identified means the data can no longer reasonably be used to infer information about, be linked to, or identify you or your household, and de-identification may be carried out by us or by a vendor acting on our behalf under contract. We do not use one customer’s information in identifiable form to develop, train or improve a model, feature or service made available to another customer. This limit does not restrict use of a service provider’s own business and performance information, including work history and ratings, which the service provider licenses to Latchel directly under section 8.b. And anyone who receives de-identified data from us is contractually prohibited from attempting to re-identify it, and from creating a voiceprint or other biometric identifier or attempting to identify any person from it.

How we use that data is described further in the Privacy Policy. Where you are a Property Manager, the Master Services Agreement governs and controls over this section.

27. Electronic communications

Visiting the Site, emailing us and completing forms are electronic communications. You consent to receive communications from us electronically, and agree that agreements, notices, disclosures and other communications we provide electronically satisfy any legal requirement that they be in writing. You agree to the use of electronic signatures, contracts and records, and waive any right requiring an original signature or non-electronic records, to the extent the law permits.

28. Dispute resolution

28.1 What this section covers

This section governs any dispute, claim or controversy arising under or relating to these terms, the Site, the Services, or any communication or interaction between you and Latchel (each a “Dispute”), whatever the legal theory — contract, tort, statute or otherwise. “Claimant” means the party asserting a Dispute; “Respondent” means the party it is asserted against.

28.2 Notice of dispute

Before beginning any formal proceeding, Claimant must send Respondent a written notice of the Dispute. Your notice goes to legal@latchel.com, with a copy by mail to Latchel, Inc., Attn: Legal, 1111B S Governors Ave, STE 6677, Dover, DE 19904. Our notice goes to the email and postal address on your account.

The notice must include all of the following:

1. Claimant’s full legal name and current postal address;
2. every email address and phone number Claimant has used with the Site or the Services;
3. the dates on which the events giving rise to the Dispute occurred, and the address of the property concerned if the Dispute relates to one;
4. the factual basis for Claimant’s standing to bring the Dispute;
5. a specific description of the conduct alleged and the harm alleged;
6. the legal theory or theories the Dispute rests on; and
7. a list of every claim, demand, complaint or arbitration Claimant filed in the preceding 24 months asserting substantively similar theories or arising from substantively similar conduct, naming each respondent and the outcome.

Where the Dispute arises from use of the Site, the notice must also include the specific URLs or parts of the Services accessed, the approximate dates and times of that access, the device type, operating system and browser used, and the IP addresses used if known to Claimant. These items are not required for a Dispute that does not arise from use of the Site.

Curing an incomplete notice. If a notice is missing something, Respondent will identify what is missing within 15 days of receiving it, and Claimant has 15 days after that to supply it. The timelines in this section begin when the notice is complete. Respondent may also request the nature of Claimant’s fee arrangement with counsel and the identity of any third party funding the Dispute, and Claimant will provide that information to the extent it is not privileged.

These requirements exist so that both sides, and any arbitrator, can assess the Dispute in good faith and screen for fraud, abuse or improper purpose. They are not a limit on any claim brought in good faith, and no claim is barred by a defect in a notice that Claimant cures.

28.3 Informal resolution

For 60 days after Respondent receives a complete notice, the parties will try to resolve the Dispute informally. That includes at least one meeting attended by a principal of each party. Respondent will offer a reasonable slate of dates within the 60 days and Claimant will choose from it. Meetings may be held by video conference, and no travel is required. Claimant may be accompanied by counsel or another authorized representative.

Participating in good faith is a condition of proceeding to arbitration. The 60-day period tolls the applicable statute of limitations.

28.4 Binding arbitration

A Dispute not resolved under sections 28.2 and 28.3 will be resolved exclusively by binding arbitration before a single arbitrator, administered by the American Arbitration Association under its then-current Consumer Arbitration Rules or Commercial Arbitration Rules as applicable, available at adr.org. This agreement to arbitrate is governed by the Federal Arbitration Act and evidences a transaction involving interstate commerce.

Arbitration may be conducted on documents, by telephone, by video, or in person. Any in-person component will take place in the county where you live, or at another mutually agreed location. The arbitrator, and not any court or agency, has exclusive authority to resolve disputes about the interpretation, applicability, enforceability or formation of this arbitration agreement — except that a court decides any dispute about the scope or enforceability of section 28.6.

The arbitrator must follow applicable law and may award any remedy available to a party individually in court. The arbitrator will issue a written decision, and judgment on the award may be entered by any court of competent jurisdiction.

28.5 Arbitration fees

Each party bears its own attorneys’ fees and costs unless applicable law or the arbitrator’s award provides otherwise. Filing, administrative and arbitrator fees are allocated by the applicable AAA rules, including the consumer fee caps in the AAA Consumer Arbitration Rules where those rules apply.

28.6 Class action waiver

28.7 What is not arbitrated

Either party may instead bring:

1. an individual action in small claims court, so long as it stays there and stays individual;
2. an action for injunctive or other equitable relief to prevent infringement, misappropriation or unauthorized use of intellectual property;
3. an action to collect undisputed amounts due; or
4. any claim that, as a matter of law, may not be subject to pre-dispute arbitration.

28.8 Coordinated filings

If 25 or more demands for arbitration raising substantially similar claims are filed against Latchel by or with the assistance of the same counsel or coordinated group within a 90-day period, the parties agree those demands will be administered in batches of no more than 50. Each batch is treated as a single case with one arbitrator, one set of filing fees and one schedule. AAA may allocate the demands into batches, and the parties will cooperate in doing so. The statute of limitations is tolled for demands awaiting a batch. This section is for efficiency; it does not deny anyone a hearing on their own claim, and if a court finds it unenforceable the remainder of this section 28 still applies.

28.9 Your right to opt out of arbitration

28.10 Governing law and venue

These terms and any Dispute are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles, except that the Federal Arbitration Act governs sections 28.4 through 28.8. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply.

Any Dispute not subject to arbitration will be brought exclusively in the state or federal courts located in New Castle County, Delaware. Each party consents to the personal jurisdiction and venue of those courts and waives any objection based on inconvenient forum. Each party waives any right to a jury trial to the extent the law permits.

Nothing in this section deprives you of the protection of any mandatory consumer-protection law of the state where you live that cannot be waived by agreement.

28.11 Time limit

A Dispute must be brought within the limitation period that applicable law provides. Neither party’s time to bring a Dispute is shortened by this agreement, and the arbitrator will apply the limitation period that would apply in court.

28.12 Survival and severability

This section 28 survives termination of these terms and of your account. If any provision of it is held unenforceable, that provision is severed and the rest remains in effect — except that the class action waiver in section 28.6 is non-severable from the arbitration agreement, as that section states.

The parties intend each provision of this section to be independently enforceable, and that a court or arbitrator finding any one of them unenforceable sever that provision and enforce the remainder, rather than decline to enforce this section as a whole. The sole exception is the class action waiver, which section 28.6 makes non-severable: the parties intend that no class, collective, consolidated or representative proceeding may be arbitrated, and that where class treatment is required it proceeds in court under section 28.10.

29. California users

If a complaint is not resolved to your satisfaction, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (800) 952-5210 or (916) 445-1254.

30. Miscellaneous

These terms, together with any policies we post and any signed agreement between us, are the entire agreement between you and Latchel about the Site and the Services — subject to the order of precedence in section 2, which controls over this sentence.

Our failure to enforce any right or provision is not a waiver of it. We may assign our rights and obligations at any time; you may not assign yours without our written consent. We are not liable for any delay or failure caused by events beyond our reasonable control. If any provision is found unlawful, void or unenforceable, it is severed and the remaining provisions stay in effect. Nothing in these terms creates a joint venture, partnership, employment or agency relationship between you and us. These terms will not be construed against us on the basis that we drafted them. You waive any defense based on the electronic form of these terms or the absence of signatures.

31. Changes to these terms

We may change these terms.

• Material changes — changes that meaningfully affect your rights or obligations — take effect 30 days after we give notice, and until then the version you are already under continues to govern you. We give notice by posting a notice on the Site, by email, or both.
• Other changes — clarifications, corrections and additional detail that do not change what we do — take effect when posted.

If you do not agree to a material change. If you are a Property Manager under an Order Form, your rights are the ones the Master Services Agreement gives you: nothing posted here amends that agreement or an Order Form, and a change to these terms does not release you from fees you have committed to. Everyone else may stop using the Site and the Services before the change takes effect. In either case, stopping use does not discharge amounts already owed or obligations that have already accrued.

Every version of these terms carries a version number and an effective date at the top of the page.

32. Contact

Latchel, Inc.
1111B S Governors Ave, STE 6677
Dover, DE 19904
United States
legal@latchel.com

For privacy questions, see the Privacy Policy or write to privacy@latchel.com. For copyright notices, see section 15.