Ender Terms of Service: Legal Terms Governing Use of the Ender Platform

Ender Terms of Service

Last updated: August 26, 2026

Effective: August 26, 2026

These Terms of Service (the “Terms”) govern your access to and use of all websites, applications, APIs, communication tools, and related products and services made available by Asteroid Property Management, Inc. d/b/a Ender (“Ender”, “we”, “us”, or “our”), including at https://ender.com (collectively, the “Service”).

By accessing or using the Service (including by creating an account, logging in, or integrating with the Service), you agree to be bound by these Terms and the Ender Privacy Policy, which is incorporated into these Terms by reference. If you do not agree, you may not access or use the Service.

These Terms contain a binding arbitration provision and class action waiver in Section 15. Please read Section 15 carefully; it affects your rights, including your right to opt out of arbitration within 30 days.

Our collection, use, disclosure, and protection of information in connection with the Service is described in the Ender Privacy Policy. Capitalized data-related terms used in these Terms (including “Customer”, “Customer Content”, “Service Data”, “Personal Data”, and “Derived Data”) have the meanings given in the Privacy Policy.

Certain features of the Service may be subject to supplemental terms that we post, such as the Ender Chat and AI Assistant Terms for public chat and AI assistant features. Supplemental terms are incorporated into these Terms by reference and, in the event of a direct conflict, control solely for the feature to which they apply, except as provided in Section 20 (U.S. Government End Users).

If you are entering into these Terms on behalf of an entity (such as a property owner, manager, or fund), you represent and warrant that you have authority to bind that entity, and “you” includes both you and that entity.

If you have a separately executed written agreement with Ender (e.g., a Master Services Agreement, Order Form, or Data Processing Agreement) that expressly governs your use of the Service, that agreement will control to the extent of any direct conflict with these Terms.

1. Eligibility; Accounts; Roles

1.1 Eligibility

You must be at least 18 years old and capable of entering into a binding contract to use the Service.

1.2 Account Creation

To access certain features, you must create an account. You agree to provide accurate, current, and complete information and to keep it updated. We may reject, suspend, or terminate any account at our discretion.

1.3 Roles and User Types

The Service may be used by or on behalf of various user types, including without limitation: property owners, asset managers, property managers, employees, contractors, residents/tenants, applicants, prospects, vendors, accountants, and other participants in Ender-enabled workflows (collectively, “Users”). If you provision or control accounts for other Users, you are responsible for their use of the Service and ensuring they comply with these Terms.

1.4 Account Security

You are responsible for all activities occurring under your credentials or accounts, whether or not authorized by you. You will (a) maintain the confidentiality and security of your passwords and API keys, and (b) promptly notify us of any actual or suspected unauthorized access, use, or security incident involving your account.

1.5 Usernames

You may not use a username or profile that infringes third-party rights, is unlawful, or is offensive, vulgar, or obscene. We may reclaim or modify usernames at our discretion.

1.6 Your Security Responsibilities

You are responsible for: (a) configuring the Service (including roles, permissions, and approvals) in a secure manner; (b) managing your own devices, networks, and credentials; (c) complying with your regulatory obligations and internal security policies; and (d) promptly notifying us of any suspected security incident related to the Service.

2. Relationship to Separate Agreements

If you or your organization has executed a separate written agreement with Ender (for example, a SaaS Agreement, Order Form, or Data Processing Agreement):

(a) those terms govern the commercial, pricing, and data protection relationship; and

(b) these Terms apply to the extent they do not directly conflict with that agreement.

In the event of a direct conflict, the signed agreement will control solely for the subject matter of that conflict.

3. Purchases, Fees, and Payments

3.1 Purchases

Certain features or services may require payment (each, a “Purchase”). You agree to pay all fees specified at the time of Purchase or in an applicable Order Form, plus any applicable taxes.

3.2 Billing and Payment Methods

You may be required to provide payment information (e.g., credit card, bank account, ACH details). You represent that you are authorized to use any payment method you provide. You authorize us and our third-party payment processors to charge your payment method for all amounts owed.

3.3 Third-Party Payment Processors; ACH

We use third-party payment processors (e.g., Stripe, Dwolla, Moov, and other ACH/card processors and banks) for payment services. Their use of your information is governed by their own terms and privacy policies. We do not store full payment card numbers.

3.4 Nonpayment

If any fees are not paid when due, we may suspend or terminate your access to the Service or certain features, and we may charge interest on late amounts at the maximum rate permitted by law.

3.5 No Refunds Unless Required

Except as required by applicable law or a separate written agreement, all fees and charges are non-refundable.

3.6 Payment Actions and Authorization

By enabling or using any payment functionality in the Service, you authorize Ender and our payment processors/banks to perform, on your behalf and consistent with your configurations, instructions, and applicable law, any of the following categories of payment actions for any User type (including tenants/residents, applicants/prospects, vendors, property managers, owners, asset managers, accountants, and other payors/payees):

Initiation and Execution. Initiate, process, and settle payments via ACH, cards, and other supported rails, including one-time, recurring, scheduled, delayed, partial, pro-rated, split, consolidated, or batched payments; and initiate related credits or debits to linked accounts.
Authorization Capture and Account Linking. Collect, present, and record payment authorizations; link, verify, and maintain bank accounts and payment methods (including micro-deposits, instant verification, tokens, and re-verification); and store payment credentials via our processors.
Collections, Plans, and Auto-Pay. Create, modify, pause, resume, or cancel auto-pay and recurring schedules; establish and manage payment plans, installments, and negotiated repayment schedules; and retry, re-present, or reschedule failed payments as permitted.
Ledgering and Allocation. Apply, allocate, split, net, reclassify, or reverse payments across customer ledgers and sub-ledgers (e.g., rent, utilities, fees, deposits, credits, vendor invoices, owner distributions), including cross-charge allocations, bulk allocations, and re-allocations to correct errors or reflect updated instructions.
Disbursements and Payouts. Disburse funds to vendors, owners, managers, or other payees; route funds among Ender-controlled or processor-controlled accounts; perform internal transfer routing between properties, funds, or portfolios; and execute pass-through, escrow-style, custodial, or settlement disbursements where supported.
Refunds, Adjustments, and Returns. Issue full or partial refunds; perform ACH reversals, corrections, and returns; adjust amounts for credits, concessions, charge corrections, or disputes; and process offsets or net-downs against future disbursements to reconcile balances.
Fees, Charges, and Withholding. Assess, collect, pass through, or deduct platform fees, processor fees, convenience fees, late fees, NSF/return fees, chargeback fees, or other amounts you configure or that are disclosed at the point of payment; and withhold or reserve amounts as permitted for risk management, compliance, or reconciliation.
Disputes, Chargebacks, and Risk Controls. Receive and respond to disputes, returns, and chargebacks; supply evidence; debit or credit balances to reflect outcomes; and impose limits, velocity controls, holds, suspensions, or other risk-mitigation actions required by law or our processors.
Compliance, Reporting, and Notices. Generate and deliver payment-related notices, receipts, confirmations, and statements; maintain audit trails; and support tax/compliance reporting (e.g., 1099/1098-related data, property accounting records) as applicable to your use of the Service.
Correction of Errors and Operational Maintenance. Investigate, correct, or reverse erroneous, duplicate, unauthorized, or misapplied entries to the extent permitted by law and network rules; and take operational actions needed to maintain payment integrity (including reconciliation, re-posting, and back-dated corrections).
Agent-Assisted Actions. Where enabled, allow AI Features or Agents (as defined in Section 5.1) to propose or initiate any of the above actions on your behalf, subject to your review/approval settings and these Terms.

3.7 Business Verification; EIN; Beneficial Ownership

To enable or continue to use payment, payout, disbursement, or funds-movement features in the Service, Ender and/or our payment processors may require Customers or Users that are legal entities, or that administer payments on behalf of legal entities (including property managers acting for property-owning companies), to provide and keep current certain business and ownership information for identity verification, fraud prevention, risk management, and compliance purposes. Such information may include, without limitation: (a) legal entity name, formation type, jurisdiction, and principal business address; (b) federal tax identification number (EIN or other TIN); (c) information about one or more authorized representatives or controllers; and (d) beneficial owner information for natural persons who directly or indirectly own or control the entity (including any individual owning twenty-five percent (25%) or more of the entity, and/or any individual with significant managerial control), which may include name, date of birth, address, and government identifier as required by the applicable processor or law.

You represent and warrant that: (i) all such information you submit is accurate, complete, and not misleading; (ii) you have lawful authority and any required consents to provide this information to Ender and to permit Ender to share it with our processors and identity-verification vendors; and (iii) you will promptly update the information if it changes. Failure to provide, maintain, or verify required information may result in delays, limits, holds, suspension, or termination of payment features, including the inability to send or receive funds.

Ender may collect, use, and disclose this information solely to the extent necessary to provide payment functionality, satisfy processor/network rules, and comply with applicable law, consistent with these Terms and the Privacy Policy.

3.8 No Banking or Fiduciary Relationship

Ender is not a bank. Payment services are provided through our third-party payment processors and their partner financial institutions. Except to the extent expressly stated in these Terms with respect to initiating payment actions you authorize, Ender does not act as a trustee, fiduciary, investment adviser, or escrow agent for any User, and nothing in these Terms creates a fiduciary, partnership, joint venture, or employment relationship between you and Ender.

4. Payment Processor-Specific Terms

Payment services may be provided through one or more third-party payment processors, including Stripe, Dwolla, and Moov, depending on the feature, your account configuration, and the status of our payments transition. The processor-specific terms below apply to you to the extent the named processor provides services in connection with your use of the Service. The processor agreements referenced in this Section 4 are separate agreements between you and the applicable processor and, where applicable, its financial institution partners; they are not incorporated into these Terms, and Ender is not a party to them. Where prompted in the Service, you must affirmatively accept the applicable processor’s agreement, such as by checking a box presented with links to that processor’s terms and policies, before the related payment features are enabled for you, and Ender may maintain records of those acceptances.

Stripe Terms. Where debit or credit card payments made through the Service (including application fee and rent payments) are processed by Stripe, your payment information is handled by Stripe, Inc. (“Stripe”), and Stripe’s processing of that information is described in the Stripe Privacy Policy, available at https://stripe.com/privacy. If you receive payments processed through Stripe (for example, as a property manager or owner whose Stripe connected account is provisioned or enrolled through the Service), payment processing services are provided by Stripe and are subject to the Stripe Connected Account Agreement, which incorporates the Stripe Services Agreement, available at https://stripe.com/legal/connect-account, or such other Stripe user agreement applicable to your account type. By accepting where prompted in the Service, enrolling a Stripe connected account, or continuing to receive payments processed through Stripe, you agree to be bound by the applicable Stripe agreement, as it may be modified by Stripe from time to time. As a condition of Ender enabling payment processing services through Stripe, you agree to provide Ender accurate and complete information about you and your business, and you authorize Ender to share with Stripe that information and transaction information related to your use of Stripe’s payment processing services.

Dwolla Verified Customer / Customer Record Language. To use certain payment features, you must open a “Dwolla Platform” account provided by Dwolla, Inc. and accept Dwolla’s Terms of Service and Privacy Policy. Funds held in a Dwolla account are held by Dwolla’s financial institution partners as described in Dwolla’s Terms.

You authorize us to collect and share with Dwolla your personal information, including full name, date of birth, Social Security number, physical address, email address, and financial information, and you are responsible for the accuracy and completeness of such data. You will access and manage your Dwolla account through our application, and Dwolla will send applicable account notifications. We provide customer support for Dwolla account activity via https://ender.com, support@ender.com, and +1 (737) 232-9168.

Receive-Only Language. You expressly authorize Ender’s service provider, Dwolla, Inc., to originate credit transfers to your financial institution account. You authorize Ender to collect and share with Dwolla your personal information, including full name, email address, and financial information, and you are responsible for the accuracy and completeness of that data.

Moov Terms. Certain payment services are provided by Moov Financial, Inc. (“Moov”) and its financial institution partners. To use payment features processed through Moov, you must accept the Moov Platform Agreement (including the Consumer User Terms or Commercial User Terms and the Services Terms applicable to you), available at https://moov.io/legal/platform-agreement/, and you acknowledge the Moov Privacy Policy, available at https://moov.io/legal/privacy-policy/. Under the terms of the Moov Platform Agreement, your initial access to or use of Moov-processed payment features also constitutes acceptance of it. You authorize Ender to collect and share with Moov your personal information, including full name, date of birth, Social Security number (where required for identity verification), physical address, email address, and financial information, and you are responsible for the accuracy and completeness of such data. You will access and manage Moov-related payment features through our application, and we provide customer support for such activity via https://ender.com, support@ender.com, and +1 (737) 232-9168.

5. AI and Automation Features

5.1 AI Features and Agents

The Service includes AI systems, machine-learning models, and software agents (“AI Features” or “Agents”) that may analyze, generate, recommend, and/or help execute workflows. AI Features may, among other things:

Draft, route, or suggest messages and calls to residents, prospects, vendors, owners, staff, accountants, or other Users;
Suggest or pre-populate workflow actions (e.g., invoice approvals, payment plans, application decisions, work orders, reminders);
Analyze records and logs to detect anomalies, risks, or compliance issues;
Propose summaries, categorizations, or recommended next steps. Suggestions may be presented to any User type, including Users who do not directly contract with Ender.

For how Ender may use de-identified and aggregated Customer Content and Service Data to train, evaluate, and improve AI Features and Agents, see the Privacy Policy (AI Training and Model Improvement). Use of Government data for AI/ML training is restricted as provided in Section 20.3.

Conversational messaging and AI assistant features made available to prospects and other individuals, including by chat, text message, and email, are additionally governed by the Ender Chat and AI Assistant Terms.

5.2 User Review and Control

Unless expressly stated in a signed agreement or in a specific feature’s documentation that an Agent may execute actions autonomously: (a) AI Features and Agents provide suggestions, drafts, or operational assistance only; and (b) you remain responsible for reviewing and deciding whether to accept, override, or reject any suggested action or output before it is acted upon. Where available, you may configure whether certain Agents can execute actions automatically, and you are responsible for the consequences of those configurations.

5.3 No Guarantee of Accuracy; No Professional Advice

AI outputs may be incomplete, inaccurate, biased, or unsuitable for your specific use case. They are provided “as is” for informational and operational assistance. AI outputs and Agents do not constitute legal, accounting, tax, financial, fair-housing, or other professional advice. You remain solely responsible for:

Compliance with applicable laws (e.g., fair housing, consumer protection, credit reporting, debt collection, employment, privacy, landlord-tenant law); and
Ensuring AI-derived decisions, notices, and communications meet your legal and contractual obligations.

5.4 Customer Responsibility for Content

You are solely responsible for the content of all messages, notices, approvals/denials, lease terms, charges, and any other actions taken in or through the Service, whether initiated by a human User or by an Agent acting according to your configurations.

6. Privacy and Data

Our collection, use, disclosure, retention, and protection of Customer Content, Service Data, Personal Data, and Derived Data (including AI training on de-identified data, Ender’s ownership and commercialization of Derived Data, our information security program, Service Providers and Subprocessors, analytics and tracking, children’s privacy, and international transfers) are described in the Ender Privacy Policy, which is incorporated into these Terms by reference. Use of Government data is additionally subject to Section 20.3 (AI/ML Model Training Restrictions).

6.1 SOC 1, SOC 2, and FedRAMP Alignment

Our internal controls are designed to align with relevant SOC 2 Type 2 Trust Services Criteria (e.g., security, availability, confidentiality). We are also actively pursuing one or more SOC 1 (SSAE 18) examinations addressing controls relevant to our Customers’ internal control over financial reporting, such as payment processing, ledgering, reconciliation, and disbursement controls. We may undergo independent assessments over defined periods. Any formal reports, if and when available, may be provided under separate confidentiality terms. Nothing in these Terms is a representation that any particular examination has been completed or that any report has been issued unless expressly stated in a separate written agreement.

For systems and environments supporting U.S. federal or similarly regulated customers, we implement controls designed to align with relevant FedRAMP baselines (e.g., Low or Moderate), including access management, continuous monitoring, secure configuration, encryption, incident response, and supply-chain controls, as applicable to the in-scope environments. Nothing in these Terms is a representation that any particular environment is formally authorized under FedRAMP unless expressly stated in a separate written agreement.

Our full information security program is described in the Privacy Policy (Security Program; SOC 1, SOC 2, and FedRAMP Alignment).

7. Communications, SMS/Voice, and Email Terms

7.1 Consent to Communications

By providing contact information, you consent to receiving communications relating to the Service (e.g., account notices, security alerts, property management updates, payment reminders) via email, SMS, voice calls, and in-app messages, including messages initiated on behalf of your property manager or other Customers.

7.2 SMS/Voice Opt-In and Program Disclosures

Where SMS or voice calling is enabled, Customers must obtain and maintain the level of consent required by law and carrier rules (including TCPA/CTIA and A2P 10DLC requirements). Opt-in language must clearly describe the purpose of messages/calls, expected frequency, that message/data rates may apply, and how to obtain help and opt out. You represent that you have obtained all required consents before initiating messages/calls through the Service.

7.3 Recurring Message Disclosure

If you opt in to receive text messages, you agree to receive recurring text messages from Ender or sent on behalf of your property manager or other Customers regarding property management updates, payment reminders, and other relevant information. Marketing or promotional text messages are sent only with your prior express written consent, and consent to receive marketing messages is not a condition of any purchase, application, or tenancy. Message and data rates may apply. Message frequency may vary based on your use of the Service and your property’s configuration.

7.4 Opt-Out of SMS/Voice

To stop receiving SMS messages, reply “STOP” to any message. We may send a single confirmation message. You may opt back in at any time by replying “START”, “YES”, or “UNSTOP”. To opt out of voice calls, follow voice prompts or contact support@ender.com. Certain transactional messages (e.g., security alerts) may still be required to maintain the Service.

7.5 Help

For help, reply “HELP” to any message, contact support@ender.com, or call +1 (737) 232-9168.

7.6 Carrier Liability

Mobile carriers are not liable for delayed or undelivered messages.

7.7 Email Sending and Anti-Spam

Customers and Users must comply with applicable anti-spam laws (including CAN-SPAM), Mailgun/Sinch acceptable use requirements, and Ender’s instructions regarding complaint handling, bounce management, and unsubscribe processing. We may suspend or limit email functionality to protect deliverability or comply with provider rules.

8. ACH Authorization and Rules

8.1 ACH Authorizations

When using ACH features, you authorize Ender and its payment processors to initiate ACH entries consistent with the authorizations you provide in the Service. Customers are responsible for obtaining, documenting, and retaining all ACH authorizations required under Nacha rules and applicable law (e.g., WEB, TEL, recurring, or standing authorizations) and for presenting authorization terms to payors as required.

8.2 Revocation; Errors; Returns

Payors may revoke authorizations as permitted by law and Nacha rules. You remain responsible for fees, chargebacks, returns, and disputes arising from unauthorized, improper, or erroneous entries.

9. Termination and Suspension

9.1 By You

You may terminate your use of the Service at any time. If you are a Customer responsible for multiple Users, your termination may affect those Users’ access.

9.2 By Us

We may suspend or terminate your access to all or part of the Service at any time, with or without notice, if: (a) you breach these Terms or any other applicable agreement; (b) we reasonably suspect fraud, abuse, or security risk; (c) required by law, regulator, or third-party provider; or (d) we discontinue all or part of the Service.

9.3 Effect of Termination

Upon termination, your right to use the Service ceases immediately. We may retain or delete Customer Content as outlined in these Terms, the Privacy Policy, and any applicable agreement. Provisions that, by their nature, should survive (including ownership, confidentiality, Derived Data rights, disclaimers, limitations of liability, indemnification, and Section 15) will remain in effect. Ender will have no liability to you or any third party for any suspension, termination, or modification of the Service made in accordance with these Terms.

9.4 Changes to the Service

We are continuously developing the Service and may add, change, or remove features or functionality at any time, and may suspend or discontinue the Service in whole or in part, with notice where required by applicable law or a separate written agreement.

10. Intellectual Property; License to Ender

10.1 Ender IP

The Service, including all software, underlying technology, designs, interfaces, compilations, and content provided by Ender (excluding Customer Content), is owned by Ender and its licensors and are protected by intellectual property laws.

10.2 License to Use the Service

Subject to these Terms, Ender grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service solely for your internal business purposes or your personal housing, tenancy, or property management purposes.

10.3 License to Customer Content

You retain ownership of Customer Content. You grant Ender a worldwide, non-exclusive, royalty-free license to host, copy, use, transmit, display, process, and create Derived Data from Customer Content as reasonably necessary to: (a) provide, maintain, and support the Service; (b) develop, test, and improve products and features (including AI Features); and (c) exercise our rights and fulfill our obligations under these Terms and the Privacy Policy. This license is irrevocable with respect to Derived Data already created. For Government data (as defined in Section 20.3), the foregoing license does not include use of such data to train AI/ML models or systems except as authorized under Section 20.3.

10.4 Feedback

If you provide feedback, suggestions, or ideas regarding the Service, you grant Ender a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate that feedback without restriction or obligation.

11. Acceptable Use

You will not, and will not permit any third party to: (a) use the Service in violation of law, regulation, or third-party rights; (b) use the Service to send unlawful, harassing, discriminatory, defamatory, or misleading communications (including in violation of fair housing, consumer protection, debt collection, TCPA/CTIA, and anti-spam laws); (c) initiate messages/calls without required recipient consent; (d) initiate ACH entries without valid authorization; (e) attempt to probe, scan, or test the vulnerability of the Service; (f) reverse engineer, decompile, or attempt to derive source code except where permitted by law; (g) circumvent usage limits, security controls, or access restrictions; or (h) use the Service to build or train a competing product using Ender’s proprietary IP, except as permitted for your own internal models under a separate written agreement. We may investigate suspected violations and may suspend or terminate access to protect the Service and others. You acknowledge that a breach of Section 10 or this Section 11 may cause Ender irreparable harm for which monetary damages would be an inadequate remedy, and that Ender is entitled to seek injunctive or other equitable relief, without any requirement to post a bond, in addition to all other remedies available at law or in equity.

Compliance with Provider Policies. Our use of Service Providers is subject to their terms, acceptable use policies, and regulatory requirements. You agree that: (a) your use of messaging, calling, and payments through the Service must comply with applicable third-party terms, TCPA/CTIA rules, anti-spam laws, and ACH/Nacha rules, including consent, opt-out, prohibited content, and authorization requirements; and (b) we may suspend, throttle, modify, or disable features as necessary to comply with provider requirements or law or to protect the Service and others.

12. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) THE SERVICE (INCLUDING AI FEATURES AND ANY BETA OR EXPERIMENTAL FEATURES) IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. (B) WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND QUIET ENJOYMENT. (C) WE DO NOT WARRANT THAT THE SERVICE OR AI OUTPUTS WILL BE ACCURATE, COMPLETE, ERROR-FREE, UNINTERRUPTED, SECURE, OR SUITABLE FOR YOUR PARTICULAR PURPOSES, OR THAT DEFECTS WILL BE CORRECTED. (D) YOU ARE SOLELY RESPONSIBLE FOR VERIFYING THE ACCURACY AND APPROPRIATENESS OF OUTPUTS AND DECISIONS MADE IN RELIANCE ON THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. IN SUCH CASES, THE DISCLAIMERS APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) ENDER AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF (OR INABILITY TO USE) THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. (B) ENDER’S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (I) AMOUNTS YOU PAID TO ENDER FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (II) ONE HUNDRED U.S. DOLLARS (US$100). THESE LIMITATIONS APPLY TO ALL THEORIES OF LIABILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT PERMIT CERTAIN LIMITATIONS; IN SUCH CASES, THE LIMITATIONS APPLY TO THE MAXIMUM EXTENT PERMITTED.

14. Indemnification

You will indemnify, defend, and hold harmless Ender and its affiliates, officers, directors, employees, and agents from and against all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the Service, including communications you send, payments you initiate, or actions you take using the Service or AI Features; (b) your violation of these Terms, third-party provider rules, or any applicable law; (c) any dispute between you and a third party (including residents, applicants, vendors, owners, or other Users); or (d) your configurations or integrations of the Service with third-party systems. We may assume exclusive control of the defense, and you will cooperate.

15. Governing Law; Dispute Resolution; Arbitration; Class Action Waiver

15.1 Governing Law

These Terms are governed by the laws of the State of Texas, without regard to conflict of laws rules, except that the Federal Arbitration Act governs the interpretation and enforcement of Section 15.2.

15.2 Agreement to Arbitrate

Please read this Section carefully; it affects your legal rights. Except for the matters described in Section 15.3, you and Ender agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (each, a “Dispute”) will be resolved by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (for Disputes involving an individual consumer) or its Commercial Arbitration Rules (for all other Disputes), as modified by these Terms. The arbitration will be conducted in English before a single arbitrator, in Travis County, Texas or, for consumer Disputes, in the county where you reside or remotely by videoconference. The arbitrator has exclusive authority to resolve any Dispute regarding the interpretation, applicability, or enforceability of this arbitration agreement, except that a court of competent jurisdiction will decide the enforceability of the Class Action Waiver in Section 15.4. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

15.3 Exceptions to Arbitration

Either party may (a) bring an individual claim in small claims court; and (b) seek injunctive or other equitable relief in court to protect its intellectual property rights or confidential information. Any Dispute that is not subject to arbitration will be brought exclusively in the state or federal courts located in Texas, and the parties consent to personal jurisdiction and venue there.

15.4 Class Action and Jury Trial Waiver

To the fullest extent permitted by law, you and Ender each waive the right to a trial by jury and the right to bring or participate in a class, collective, consolidated, or representative action, whether in arbitration or in court. Disputes may be brought only on an individual basis. If this Class Action Waiver is found unenforceable as to a particular Dispute, then that Dispute (and only that Dispute) will proceed in court under Section 15.3, and the finding will not affect the enforceability of this waiver as to any other Dispute.

15.5 Mass Filings

If twenty-five (25) or more arbitration demands of a substantially similar nature are brought against either party by or with the assistance of the same or coordinated counsel, the parties agree that the demands will be administered in batches of up to one hundred (100) demands per batch, with a single arbitrator appointed and a single set of filing and administrative fees due per batch. Demands not included in an active batch will be held in abeyance until the preceding batch concludes, and applicable statutes of limitation are tolled for demands held in abeyance.

15.6 30-Day Right to Opt Out

You may opt out of Sections 15.2, 15.4 (as to arbitration), and 15.5 by sending written notice to support@ender.com or to the mailing address in Section 21 within thirty (30) days after first accepting these Terms, stating your name, the account or email associated with your use of the Service, and your intent to opt out of arbitration. Opting out of arbitration does not affect any other provision of these Terms.

15.7 Time to Bring Claims

Any claim arising out of or related to these Terms or the Service must be brought within one (1) year after the cause of action accrues, or it is barred, to the extent permitted by law.

15.8 Severability of Section 15

If any portion of this Section 15 (other than the Class Action Waiver, which is addressed in Section 15.4) is found to be unenforceable, the remainder of this Section 15 will remain in full force and effect.

16. Copyright Complaints (DMCA)

We respect intellectual property rights and expect Users to do the same. If you believe that content available through the Service infringes your copyright, please send a written notice to our designated agent containing the information required by 17 U.S.C. § 512(c)(3), including: (a) identification of the copyrighted work claimed to be infringed; (b) identification of the allegedly infringing material and information reasonably sufficient to locate it; (c) your contact information; (d) a statement that you have a good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; (e) a statement, under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or authorized to act on the owner’s behalf; and (f) your physical or electronic signature.

Designated Agent: Brian Worthge, Head of Operations, Asteroid Property Management, Inc., 816 Congress Ave, Suite 700, Austin, TX 78701, Email: support@ender.com.

We may remove or disable access to allegedly infringing material, may forward notices to the affected User, and will terminate the accounts of repeat infringers in appropriate circumstances. If your content was removed and you believe the removal was a mistake or misidentification, you may submit a counter-notification meeting the requirements of 17 U.S.C. § 512(g).

17. Electronic Communications, Records, and Signatures

By using the Service, you consent to receive communications, notices, disclosures, agreements, authorizations, receipts, and other records from Ender, and from Customers using the Service, in electronic form (including by email, SMS, and in-app messages), and you agree that electronic records and signatures (including click-to-accept actions and authorizations captured in the Service) have the same force and effect as paper records and handwritten signatures, to the fullest extent permitted by applicable law. To access and retain electronic records, you will need a supported browser or mobile device, an internet connection, a valid email address, and software capable of viewing PDF files. You may request a paper copy of a record, or withdraw your consent to receive records electronically, by contacting support@ender.com; withdrawing consent may limit or prevent your use of features that require electronic delivery, including payment features.

18. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will provide notice and update the “Last updated” date. The revised Terms become effective on the date stated in the notice. Your continued use after the effective date constitutes acceptance. If you do not agree, you must stop using the Service.

19. Miscellaneous

Entire Agreement. These Terms, together with the Privacy Policy, any supplemental terms we post for specific features (including the Ender Chat and AI Assistant Terms), and any applicable written agreement and order forms, constitute the entire agreement regarding the Service.
Severability. If any provision is held invalid, the remaining provisions remain in effect.
No Waiver. Failure to enforce any provision is not a waiver.
Assignment. You may not assign these Terms without our written consent. We may assign without restriction.
No Third-Party Beneficiaries. No third-party beneficiary rights except where explicitly stated.
Force Majeure. Ender will not be liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of God, natural disasters, epidemics, labor disputes, utility or telecommunications failures, third-party provider outages, cyberattacks, war, terrorism, civil unrest, or governmental action.
U.S. Government Rights. The Service is a “commercial product” and “commercial computer software” as those terms are defined in FAR 2.101 and DFARS 252.227-7014. If you are a U.S. Government end user, the Service is provided with only those rights granted to all other end users under these Terms, consistent with FAR 12.212 and DFARS 227.7202, and subject to Section 20 (U.S. Government End Users).
Third-Party Services. The Service may link to or interoperate with third-party websites, products, or services that Ender does not control. Ender is not responsible for third-party services, and your use of them is governed by their own terms and policies.
Interpretation. Section headings are for convenience only and do not affect interpretation. The words “including” and “include” mean “including without limitation.”
Export and Sanctions. You represent you are not in a sanctioned country or on a restricted party list and will not use the Service in violation of export or sanctions laws.
Notices. We may provide notices via email, in-app messages, or postings within the Service. Notices to Ender must be sent to the contact information below or any updated address we provide.

20. U.S. Government End Users

20.1 Applicability

This Section 20 applies when any supply or service acquired under a contract with the U.S. Government is subject to these Terms, the Privacy Policy, or any supplemental terms incorporated into these Terms (each, a commercial supplier agreement as defined in GSAR 502.101). When the end user is an agency or instrumentality of the U.S. Government, the provisions of this Section 20 are deemed incorporated into these Terms and control over any conflicting provision of these Terms, the Privacy Policy, or any supplemental terms incorporated by reference. As used in this Section 20, “this agreement” means these Terms, together with the Privacy Policy and any supplemental terms incorporated by reference. References in this Section 20 to the “commercial supplier”, “supplier”, “licensor”, or “contractor” mean Ender, and references to “this contract” or “the contract” mean the underlying Government contract or order.

20.2 Government Provisions

(1) Notwithstanding any other provision of this agreement, when the end user is an agency or instrumentality of the U.S. Government, the following shall apply:

(i) Applicability. This agreement is a part of a contract between the commercial supplier and the U.S. Government for the acquisition of the supply or service that necessitates a license or other similar legal instrument (including all contracts, task orders, and delivery orders under FAR 12).

(ii) End user. This agreement shall bind the ordering activity as end user but shall not operate to bind a Government employee or person acting on behalf of the Government in his or her personal capacity.

(iii) Law and disputes. This agreement is governed by Federal law.

(A) Any language purporting to subject the U.S. Government to the laws of a U.S. state, U.S. territory, district, or municipality, or a foreign nation, except where Federal law expressly provides for the application of such laws, is hereby deleted.

(B) Any language requiring dispute resolution in a specific forum or venue that is different from that prescribed by applicable Federal law is hereby deleted.

(C) Any language prescribing a different time period for bringing an action than that prescribed by applicable Federal law in relation to a dispute is hereby deleted.

(iv) Continued performance. The supplier or licensor shall not unilaterally revoke, terminate or suspend any rights granted to the Government except as allowed by this contract. If the supplier or licensor believes the ordering activity to be in breach of the agreement, it shall pursue its rights under the Contract Disputes Act or other applicable Federal statute while continuing performance as set forth in the Disputes clause of the applicable Government contract or order.

(v) Arbitration; equitable or injunctive relief. In the event of a claim or dispute arising under or relating to this agreement, a binding arbitration shall not be used unless specifically authorized by agency guidance, and equitable or injunctive relief, including the award of attorney fees, costs or interest, may be awarded against the U.S. Government only when explicitly provided by statute (e.g., Prompt Payment Act or Equal Access to Justice Act).

(vi) Updating terms. (A) After award, the contractor may unilaterally revise commercial supplier agreement terms if they are not material. A material change is defined as:

(1) Terms that change Government rights or obligations;

(2) Terms that increase Government prices;

(3) Terms that decrease overall level of service; or

(4) Terms that limit any other Government right addressed elsewhere in this contract.

(B) For revisions that will materially change the terms of the contract, the revised commercial supplier agreement must be incorporated into the contract using a bilateral modification.

(C) Any agreement license terms or conditions unilaterally revised subsequent to award that are inconsistent with any material term or provision of this contract shall not be enforceable against the Government, and the Government shall not be deemed to have consented to them.

(vii) No automatic renewals. If any license or service tied to periodic payment is provided under this agreement (e.g., annual software maintenance or annual lease term), such license or service shall not renew automatically upon expiration of its current term without prior express consent by an authorized Government representative.

(viii) Indemnification. Any clause of this agreement requiring the commercial supplier or licensor to defend or indemnify the end user is hereby amended to provide that the U.S. Department of Justice has the sole right to represent the United States in any such action, in accordance with 28 U.S.C. 516.

(ix) Audits. Any clause of this agreement permitting the commercial supplier or licensor to audit the end user’s compliance with this agreement is hereby amended as follows:

(A) Discrepancies found in an audit may result in a charge by the commercial supplier or licensor to the ordering activity. Any resulting invoice must comply with the proper invoicing requirements specified in the underlying Government contract or order.

(B) This charge, if disputed by the ordering activity, will be resolved in accordance with the Disputes clause of the underlying Government contract or order (e.g., the Disputes clause at 552.212-4(d)); no payment obligation shall arise on the part of the ordering activity until the conclusion of the dispute process.

(C) Any audit requested by the contractor will be performed at the contractor’s expense, without reimbursement by the Government.

(x) Taxes or surcharges. Any taxes or surcharges which the commercial supplier or licensor seeks to pass along to the Government as end user will be governed by the terms of the underlying Government contract or order and, in any event, must be submitted to the Contracting Officer for a determination of applicability prior to invoicing unless specifically agreed to otherwise in the Government contract.

(xi) Non-assignment. This agreement may not be assigned, nor may any rights or obligations thereunder be delegated, without the Government’s prior approval, except as expressly permitted under the assignment provisions of the underlying Government contract.

(xii) Confidential information. If this agreement includes a confidentiality clause, such clause is hereby amended to state that neither the agreement nor the contract price list, as applicable, shall be deemed “confidential information.” Issues regarding release of “unit pricing” will be resolved consistent with the Freedom of Information Act. Notwithstanding anything in this agreement to the contrary, the Government may retain any confidential information as required by law, regulation or its internal document retention procedures for legal, regulatory or compliance purposes; provided, however, that all such retained confidential information will continue to be subject to the confidentiality obligations of this agreement.

(xiii) Indemnification by the Government. Any clause of this agreement requiring the Government to indemnify, defend, or hold harmless Ender or any other person or entity, including Section 14 (Indemnification) of these Terms, shall not apply to the U.S. Government, and nothing in this agreement shall be construed to obligate the Government in violation of the Anti-Deficiency Act (31 U.S.C. 1341). No “I agree” click box or other comparable mechanism binds the Government or any Government authorized end user to any such clause.

(xiv) Third-party terms. Any provision of this agreement requiring the end user to accept or be bound by the terms of any third party (including payment processor terms referenced in Sections 3 and 4 of these Terms), or by terms incorporated by reference that may change unilaterally, applies to the U.S. Government only to the extent such terms are expressly incorporated into the underlying Government contract or order.

(2) If any language, provision, or clause of this agreement conflicts or is inconsistent with paragraph (1) of this Section 20.2, the language, provision, or clause of paragraph (1) shall prevail to the extent of such inconsistency.

20.3 AI/ML Model Training Restrictions

Notwithstanding any other provision of these Terms or the Privacy Policy (including any provisions regarding AI training, model improvement, or Derived Data): The use of Government data for the purpose of training Artificial Intelligence/Machine Learning (AI/ML) models and systems is prohibited without explicit written authorization from the ordering activity contracting officer. For purposes of this Section 20.3, “Government data” means any data provided to Ender by or on behalf of a Government end user, and any data collected, created, or processed by the Service on behalf of a Government end user under the applicable Government contract or order, whether or not de-identified, aggregated, or otherwise transformed.