Terms of Service — ImoInspect

1. Who you are contracting with

ImoInspect is operated by:

Awake Design, a sole proprietorship (eenmanszaak) under Dutch law
Buizerdlaan 57, 2496 HG Den Haag, the Netherlands
Chamber of Commerce (KvK): 42044426

ImoInspect is a trade name of Awake Design. There is no separate legal entity behind the product name; the company you contract with is Awake Design. Where these terms say "we" or "us", that is who it means. Where they say "you", they mean the estate agency, property manager or other business that has been given an ImoInspect account.

Contact: hello@imoinspect.com

A Portuguese company is planned. If a Portuguese Lda takes over the service later, we will tell you in writing before it happens, and these terms will move with it. Your agreement is not renegotiated because our entity changed — and since Portuguese law already governs it (section 15), that move changes who invoices you, not the rules you agreed to.

2. These terms are for businesses

ImoInspect is sold to businesses only. You confirm that you are entering into this agreement in the course of a trade, business or profession, and that the person accepting these terms is authorised to bind your organisation.

Tenants, landlords and owners who receive an inspection report are not users of ImoInspect and these terms do not apply to them. They receive a document from your agency. Their relationship is with you.

3. What ImoInspect is — and what it is not

ImoInspect is software for recording property inspections and producing a report of them: check-in at the start of a tenancy, check-out at the end, and handover between owners. The inspector fills in the app on site, the parties sign on the device, and the app produces a PDF that can be emailed or shared.

Three things it is not, stated plainly because each one is a way people are disappointed by inspection software:

• It is not legal advice. The app contains standard clauses and references to Portuguese tenancy law, which are there to save typing, not to advise you. Whether a clause fits a particular tenancy is your judgement or your lawyer's.
• It is not an archive. See section 9. The report is delivered to you and to the parties; we keep a copy for a limited period and then delete it.
• It does not check the report. Whether the meter reading is right, whether the damage was really there and whether the person who signed is who they said they were — all of that is the inspector's work. The app records what is entered.

4. Getting and keeping an account

Accounts are not self-service. We create your organisation and its first administrator; your administrator then creates accounts for inspectors. Each account belongs to one named person and must not be shared.

You are responsible for:

• keeping sign-in details confidential, and choosing passwords that are not guessable;
• telling us promptly if you think an account has been compromised;
• removing accounts of people who have left. Removing a user in the admin panel deactivates the account — inspections keep showing who carried them out, so the record itself stays. Section 10 and the privacy policy describe what that means for personal data.

We may suspend an account, or the whole organisation, if it is being used in a way that breaks these terms or the law, or if invoices remain unpaid after we have asked twice. Where we can give notice first, we will.

5. The pilot, and what it costs

ImoInspect is in a paid pilot. The commercial arrangement is deliberately simple:

• The pilot period is free. You get full use of the app during it.
• After the pilot, use is charged monthly per organisation, on one of the plans in section 6.
• Invoicing is manual: an invoice by email, paid by bank transfer. There is no card payment and no direct debit yet. If that changes we will tell you before the first invoice that works differently.

5.1 The pilot ends by agreement, not by itself

The pilot runs 60 days from the day your first inspector signs in. At least 14 days before it ends we send you the plan and the price in writing.

Nothing starts being charged unless you confirm it in writing. There is no automatic conversion to a paid plan and no invoice you did not agree to. If you do not confirm, the accounts stay usable for a short handover period so you can get your reports out (section 9), and then stop.

5.2 Paying

Invoices are payable within 30 days of the invoice date, by bank transfer to the account named on the invoice.

If an invoice is late we will ask twice before doing anything else. Statutory interest and reasonable collection costs may be charged on overdue amounts, as the law allows.

5.3 Ending it

The agreement runs month to month with no minimum term. Either of us may end it with 30 days' notice before the start of the next monthly period. There is no refund for part of a month already begun.

Prices are exclusive of VAT. VAT is charged where the law requires it; for a business customer in Portugal that will normally mean the reverse-charge mechanism applies and you account for VAT yourself.

6. Plans and fair use

An "inspection" counts when a report is finalised, not when a draft is created.

These limits are contractual, not technical. The app will not stop you at the limit and will not cut you off mid-inspection — an inspector standing in someone's kitchen is the worst possible moment to enforce a quota. If your use is consistently above your plan we will contact you and agree a move to the plan that fits, from the following month. We will not invoice you retroactively for a month you have already worked through.

7. What you are responsible for

The content of your reports. You decide what is recorded, photographed and asserted about a property and the people involved. We do not review it.

Getting the report out. The app works offline by design: an inspection lives on the phone until it is sent. Until you finalise and send a report, the device may hold the only copy in existence. That means:

• uninstalling the app, wiping the phone, or losing it destroys unsent work;
• signing in as a different organisation on a shared device erases the previous organisation's local data, after warning the person doing it;
• we cannot recover unsent inspections, because we never had them.

Send reports the same day where you can. This is the single most common way to lose a day's work with this product, and it is not something we can fix from our side.

Finalising sends real email. When a report is finalised it is emailed to the addresses entered for the tenant and the landlord. There is no practice mode and no test flag. If you are training someone, use addresses you control.

Lawful use of other people's data. You decide which personal data goes into an inspection and why; in data-protection terms you are the controller and we are your processor. You are responsible for having a lawful basis, and for telling tenants and landlords what happens to their data. Section 10 and the privacy policy set out what we do with it.

Not using it to harm. No unlawful content, no attempts to break into other organisations' data, no reverse engineering, no reselling access to organisations that have no agreement with us.

8. Availability

We aim to keep ImoInspect available and working, and we watch it. We do not promise a percentage of uptime, and there is no service credit scheme.

• The app keeps working without a connection. Inspections, photos, signatures and the PDF are all produced on the device. A server outage stops reports being sent, not inspections being done — that is the point of the offline design.
• We may take the service down for maintenance. Where the work is planned we give notice; for security fixes we may act first and tell you after.
• We may change or remove features as the product develops. If a change removes something you rely on, we will tell you before it happens.

There is no service level agreement. We are not promising a percentage, and we would rather say so than publish a number we cannot measure. If you need a contractual uptime commitment, ImoInspect is not the right fit today — ask us again when it is.

9. Reports, links and how long we keep things

• A finalised report is emailed as a link, not an attachment. The link works for 30 days.
• The stored PDF is deleted 12 months after it was sent. That period is enforced by the storage itself, not by us remembering.
• After 12 months the report is no longer downloadable from the admin panel. You and the parties keep the copy you were sent.

If you need reports for longer — and for a deposit dispute at the end of a three-year tenancy you might — save them somewhere of your own. We are not your archive, and section 3 says so before this section costs you anything.

10. Personal data

The privacy policy explains what we process and why. In summary of the part that matters contractually:

• for your staff's account data we are the controller;
• for inspection data about tenants, landlords and owners you are the controller and we are your processor, acting on your instructions;
• we use a small number of sub-processors — AWS (hosting, Frankfurt), Postmark (email), Sentry (error reports, EU region). We will tell you before adding one that processes inspection data.

The data processing agreement is part of these terms. Article 28 GDPR requires a written agreement between a controller and its processor; rather than make every agency ask for one, ours is published as an annex (Data Processing Agreement) and forms part of this agreement by reference. You do not need to send us your own template, and you do not need to sign anything separately — though we will sign yours if your compliance process requires it.

Where the annex and these terms disagree about the handling of personal data, the annex wins.

11. Who owns what

You own your data: inspections, photos, signatures, reports, and everything about your organisation. Nothing in these terms transfers it to us, and we do not use it to train anything or sell it to anyone.

We own ImoInspect: the app, the backend, the admin panel, the report layouts and the name. You get the right to use it while your agreement runs, and nothing else.

If you send us feedback or a feature request we may act on it without owing you anything for it. That is not a claim on your data; it is so that "you should let two people sign on one phone" does not become a licensing question.

12. Liability

We are liable for damage caused by our intent or gross negligence, and for anything the law does not let us limit. Otherwise:

• our total liability is capped as set out below;
• we are not liable for indirect or consequential loss: lost profit, lost business, damage to reputation, or the cost of a dispute with a tenant or landlord;
• we are not liable for the content or the consequences of a report, including the outcome of a deposit dispute. What is in the report is your work (section 7);
• we are not liable for inspections that were never sent and were lost with a device (section 7). We cannot restore what never reached us.

The ceiling. Our total liability under this agreement is limited to the fees you have paid us in the 12 months before the event that caused the damage. During the pilot, before any invoice has been paid, that ceiling is therefore nil.

That limit does not apply to damage caused by our intent or gross negligence, or to anything the law does not let us limit — those remain uncapped whatever this section says.

And it does not reach beyond the two of us: a tenant, landlord or owner is not a party to this agreement, so nothing here limits a claim they may have directly against us under Article 82 GDPR.

13. Ending the agreement

Either side can end the agreement as set out in section 5. We can end it immediately if you use ImoInspect unlawfully, or if an invoice stays unpaid after two reminders.

When the agreement ends:

• accounts stop working, and inspectors can no longer sign in;
• inspections already on a device stay on that device. The app is offline-first; we cannot reach into a phone. Reports you have sent remain reachable under the periods in section 9;
• ask us and we will delete your organisation's data. Otherwise it is removed on the schedule in the privacy policy.

Before you leave, get your reports out. After the periods in section 9 they are gone from our side, and the end of an agreement is exactly when people discover they kept nothing.

14. Changes to these terms

We may change these terms. If a change materially affects you — price, notice period, liability, what we do with data — we will tell you at least 30 days in advance by email to your administrator. If you do not accept the change you may end the agreement before it takes effect, and nothing is owed beyond the period already used.

Small corrections that do not change anyone's position (a typo, a clearer sentence, a new sub-processor for something that does not touch inspection data) we simply make, and the "last updated" date above changes.

15. Law and disputes

This agreement is governed by Portuguese law. Disputes go to the courts of Lisbon, which have exclusive jurisdiction.

We choose Portuguese law even though Awake Design is a Dutch business, and we choose it deliberately rather than as an oversight: you are a Portuguese agency, the properties are in Portugal, the tenancy law the reports refer to is Portuguese, and a Portuguese company will take over the service (section 1). Being asked to litigate in a foreign country about a €49 subscription is a fair thing to refuse, and we would rather not put it in the contract than argue about it later.

Talk to us first. If something goes wrong, write to hello@imoinspect.com and give us a genuine chance to fix it before anyone instructs a lawyer. Most of what looks like a dispute in this product is a misunderstanding about what was sent, to whom, and when — and that is usually answerable from the record within a day.

Nothing in this section stops either of us from asking a court for urgent relief.

16. The rest

• If one clause turns out to be unenforceable, the rest stays; the failed clause is read as closely to its intent as the law allows.
• You may not transfer this agreement without our written consent. We may transfer it to a company that takes over the service — see section 1.
• These terms plus the privacy policy (and the DPA, once it exists) are the whole agreement, replacing anything said in a demo or an email.
• If we do not enforce something immediately, we have not given it up.