Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and DesignGrow ("we," "us," or "our") governing your access to and use of the DesignGrow platform, including our website at designgrow.app, mobile applications, and all related services (collectively, the "Service"). Please read these Terms carefully before using our Service.

1. Acceptance of Terms

By creating an account, accessing, or using our Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICE.

2. Eligibility

You must be at least 18 years old and have the legal capacity to enter into binding contracts to use our Service. By using the Service, you represent and warrant that you meet these requirements. The Service is intended for business use by interior design professionals, home staging companies, and related businesses.

3. Account Registration and Security

To access certain features of the Service, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized access or security breach

We reserve the right to suspend or terminate accounts that contain inaccurate information or violate these Terms.

4. Subscription Plans and Billing

4.1 Subscription Tiers

DesignGrow offers various subscription tiers with different features and pricing. Current plans include Founding Member, Growth, Professional, and Enterprise tiers. Features, limitations, and pricing for each tier are described on our Pricing page.

4.2 Free Trial

We may offer a free trial period. At the end of the trial, your account will be converted to a paid subscription unless you cancel before the trial expires. You may be required to provide payment information to start a trial.

4.3 Billing and Payment

Subscriptions are billed in advance on a monthly or annual basis. By subscribing, you authorize us to charge your payment method for all fees associated with your subscription. All fees are non-refundable except as expressly stated in these Terms or required by law.

4.4 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period.

4.5 Price Changes

We reserve the right to modify subscription pricing. We will provide at least 30 days notice of any price increase. Your continued use of the Service after the price change becomes effective constitutes acceptance of the new pricing.

5. Payment Processing Services

DesignGrow provides integrated payment processing features that allow you to collect payments from your clients for staging services, proposals, and invoices ("Payment Services"). By using the Payment Services, you agree to the additional terms in this section.

5.1 Payment Processor

Payment processing services are provided by Moov Financial, Inc. ("Moov"), a registered payment facilitator. By using our Payment Services, you agree to be bound by Moov's Platform Agreement and Moov's Privacy Policy.

5.2 Merchant Account

To use the Payment Services, you must complete a merchant onboarding process, which includes:

• Providing accurate business information and documentation
• Completing identity verification (Know Your Customer/KYC)
• Linking a valid bank account for receiving payouts
• Agreeing to Moov's terms and conditions

You represent that all information provided during onboarding is accurate and complete. You agree to promptly update this information if it changes.

5.3 Payment Processing Fees

Payment processing is subject to fees based on the payment method used:

• Credit/Debit Cards: 3% of the transaction amount
• ACH/Bank Transfer: 1% of the transaction amount (capped at $10)

You may configure whether processing fees are passed to your clients or absorbed by you in your account settings. Fee configurations are subject to state-specific regulations that may limit or prohibit certain fee structures.

5.4 Prohibited Activities

You may not use the Payment Services for any illegal purpose or prohibited business types as defined by Moov's acceptable use policy. Prohibited activities include but are not limited to:

• Fraudulent transactions or money laundering
• Transactions involving illegal goods or services
• Transactions that violate card network rules
• Processing payments on behalf of third parties not disclosed to us

5.5 Disputes, Chargebacks, and Refunds

You are responsible for managing disputes, refunds, and chargebacks with your clients. You agree to:

• Respond promptly to dispute inquiries and provide requested documentation
• Maintain records of transactions and customer communications
• Bear responsibility for chargeback losses and associated fees
• Issue refunds in accordance with your stated refund policy

We may assist in dispute resolution but are not liable for any losses resulting from chargebacks or payment disputes. Excessive chargebacks may result in suspension or termination of your Payment Services.

5.6 Payouts

Funds from successful transactions will be deposited to your linked bank account according to the payout schedule. Standard payouts are processed within 1-3 business days. We reserve the right to hold funds for risk management, compliance, or dispute resolution purposes.

5.7 Reserves

We or Moov may establish a reserve on your account to cover potential chargebacks, refunds, or other liabilities. The reserve amount will be determined based on your transaction history, chargeback rate, and risk assessment.

6. User Content and Data

6.1 Your Content

You retain all ownership rights to content you upload, create, or store through the Service ("User Content"), including but not limited to inventory images, project data, client information, and business documents. By using the Service, you grant us a limited, non-exclusive license to use, store, and process your User Content solely to provide and improve the Service.

6.2 Content Restrictions

You agree not to upload, store, or transmit any content that:

• Infringes any intellectual property or other proprietary rights
• Is unlawful, harmful, threatening, defamatory, or otherwise objectionable
• Contains viruses, malware, or other harmful code
• Violates the privacy or data protection rights of others

6.3 Data Portability

You may export your data at any time through the Service's export features. Upon termination, we will provide reasonable assistance to export your data, subject to our data retention policies.

7. AI-Powered Features

DesignGrow incorporates artificial intelligence features, including but not limited to GrowGPT (our AI assistant) and virtual staging tools ("AI Features"). By using AI Features, you acknowledge and agree that:

• AI-generated content is provided "as is" and may contain errors or inaccuracies
• AI Features are tools to assist your business, not replace professional judgment
• You are responsible for reviewing and verifying any AI-generated content before use
• We may use anonymized data to improve our AI models
• AI Features may not be available at all times and are subject to change

DesignGrow disclaims all liability for decisions made based on AI-generated content.

8. Third-Party Integrations

The Service integrates with third-party services including QuickBooks, Xero, HubSpot, Zapier, and others ("Third-Party Services"). Your use of Third-Party Services is subject to their respective terms of service and privacy policies. DesignGrow is not responsible for the availability, accuracy, or reliability of Third-Party Services.

When you connect Third-Party Services, you authorize us to access and transmit your data as necessary to provide the integration. You may disconnect Third-Party Services at any time through your account settings.

9. Acceptable Use Policy

You agree not to:

• Use the Service for any illegal purpose or in violation of any laws
• Attempt to gain unauthorized access to any portion of the Service
• Interfere with or disrupt the Service or servers or networks connected to the Service
• Use the Service to send spam or unsolicited communications
• Reverse engineer, decompile, or disassemble any portion of the Service
• Use automated means (bots, scrapers) to access the Service without our permission
• Resell or redistribute the Service without our written consent
• Circumvent any usage limits or access controls
• Use the Service to compete with DesignGrow or for benchmarking purposes

10. Intellectual Property Rights

The Service, including its source code, design, features, documentation, and all related intellectual property, is owned by DesignGrow and protected by copyright, trademark, and other intellectual property laws. "DesignGrow" and our logo are trademarks of DesignGrow.

These Terms grant you a limited, non-exclusive, non-transferable, revocable license to use the Service for your internal business purposes. This license does not include any right to modify, copy, distribute, or create derivative works from the Service.

11. Confidentiality

Each party agrees to maintain the confidentiality of any proprietary or confidential information received from the other party and to use such information only for purposes of fulfilling obligations under these Terms. This obligation does not apply to information that is publicly available, independently developed, or rightfully obtained from third parties.

12. Service Availability

We strive to maintain high availability of the Service but do not guarantee uninterrupted access. The Service may be temporarily unavailable due to maintenance, updates, or circumstances beyond our control. We will make reasonable efforts to provide advance notice of scheduled maintenance.

For Enterprise customers, service level commitments are detailed in separate Service Level Agreements (SLAs).

13. Disclaimer of Warranties

THE SERVICE, INCLUDING PAYMENT SERVICES, IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, DESIGNGROW DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Service will meet your requirements, be error-free, or be available without interruption. You use the Service at your own risk.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL DESIGNGROW, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OR INABILITY TO USE THE SERVICE, INCLUDING PAYMENT SERVICES.

OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

15. Indemnification

You agree to indemnify, defend, and hold harmless DesignGrow and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or relating to: (a) your use of the Service, including Payment Services; (b) your User Content; (c) your violation of these Terms; (d) your violation of any third-party rights; or (e) disputes with your clients regarding payments, refunds, or chargebacks.

16. Dispute Resolution

16.1 Informal Resolution

Before filing a formal dispute, you agree to contact us at legal@designgrow.app and attempt to resolve any dispute informally within 30 days.

16.2 Binding Arbitration

If informal resolution is unsuccessful, any dispute arising from these Terms shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in English and take place in Delaware or remotely via video conference.

16.3 Class Action Waiver

YOU AND DESIGNGROW AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

17. Termination

You may terminate your account at any time by contacting support or through your account settings. We may terminate or suspend your account immediately, without prior notice, for any reason, including if you breach these Terms or violate the Payment Services terms.

Upon termination: (a) your license to use the Service ends immediately; (b) you must cease all use of the Service; (c) we may delete your data after a reasonable retention period; (d) any fees owed become immediately due; (e) pending payouts will be processed subject to applicable holds. Sections 6, 10, 11, 13, 14, 15, 16, and 18 survive termination.

18. General Provisions

18.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

18.2 Entire Agreement

These Terms, together with the Privacy Policy, Moov's Platform Agreement (for Payment Services users), and any other agreements incorporated by reference, constitute the entire agreement between you and DesignGrow regarding the Service.

18.3 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.

18.4 Waiver

Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.

18.5 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations without restriction.

18.6 Modifications

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website or by email. Your continued use of the Service after the effective date of any modifications constitutes acceptance of the updated Terms.

19. Contact Information

If you have any questions about these Terms, please contact us: