Terms of Service

Last Updated: April 18, 2026

Version: 2026-04-18-v3

1. Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“User,” “you,” or “your”) and Smart Austin LLC, a Texas limited liability company doing business as Moon Sherpa Labs (“Company,” “Zabalist,” “we,” “us,” or “our”), governing your access to and use of the Zabalist website at zabalist.com, our mobile views, our public and partner APIs, our embeddable widgets, our email alerts, and all related services and content (collectively, the “Services”).

By accessing or using the Services, creating an account, embedding our widgets on a third-party site, or clicking “I Agree,” you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, Cookie Policy, and where applicable our Business Profile Claim Terms. If you do not agree to these Terms, you may not access or use the Services.

2. Description of Services

Zabalist is a construction intelligence platform for the Texas market that aggregates, normalizes, and presents data from public records, federal databases, trade association directories, and publicly accessible web sources. The Services include:

• Permits Explorer — building permits sourced from municipal and county permit systems (City of Austin, Travis County, Williamson County, Hays County, and others).
• Construction Projects Explorer — project registrations from the Texas Department of Licensing and Regulation (TDLR), aggregated and matched to addresses, owners, contractors, and design professionals.
• Site Plans Explorer — municipal site plan and development case data.
• Subdivision and Neighborhood Pages — aggregated activity by subdivision and neighborhood.
• Bids and RFP Cards — solicitation and bid information aggregated from sources including the Texas Electronic State Business Daily (ESBD), federal SAM.gov, and other publicly posted procurement notices.
• Business Directory — contractors, developers, architects, engineers, suppliers, and other construction-industry businesses, sourced from public licensing data, federal databases (SAM.gov, SBA), trade associations (HBA, TAB, ABC, and similar), Google Places, and user-claimed and user-submitted information.
• Property Tax Analysis Tool — automated comparable-property analysis using public Travis Central Appraisal District (TCAD) data and similar appraisal district data, generating downloadable reports.
• Economic Context Data — regional economic indicators (unemployment, labor force, housing affordability, mortgage rates, listing inventory) sourced from the Federal Reserve Economic Data (FRED) service.
• Embeddable Widgets — JavaScript and iframe widgets that third-party sites can embed to display Zabalist data.
• Saved Searches and Email Alerts — daily and weekly email digests of new permits, projects, bids, or directory matches.
• Lead Generation and Inquiry Forms — contact forms on business profiles that route inquiries to claimed business owners.
• Data Export and Reporting — bulk and filtered exports of aggregated records for paying subscribers, subject to license restrictions.
• Account, Subscription, Dashboard, Onboarding, Team Members, and Referrals — account management and collaboration features.

2.1 Data Sources and Aggregation Methodology

Our database aggregates information from multiple sources, including but not limited to:

• Government Public Records: Texas Department of Licensing and Regulation (TDLR), Texas Comptroller, Texas Electronic State Business Daily (ESBD), City of Austin, Travis County, Williamson County, Hays County, and other municipal and state agencies.
• Property and Appraisal Records: Travis Central Appraisal District (TCAD), Williamson Central Appraisal District (WCAD), Hays Central Appraisal District (HCAD), and similar appraisal districts; county GIS systems; parcel and ownership records.
• Federal Databases: SAM.gov, Small Business Administration (SBA) certification databases, IRS public information, and federal contracting and grant systems.
• Federal Reserve Economic Data (FRED): Macroeconomic and regional economic indicators provided by the Federal Reserve Bank of St. Louis. Use of FRED data is subject to FRED’s terms; we display FRED-derived figures with attribution where applicable.
• Google Places: Business names, addresses, phone numbers, and related business information returned by Google’s Places API. This information is cached and displayed in accordance with Google’s applicable terms; cached data is refreshed on a periodic basis.
• Trade Associations and Industry Directories: Home Builders Association (HBA), Texas Association of Builders (TAB), Associated Builders and Contractors (ABC), and similar publicly accessible industry directories.
• User-Submitted Content: Information provided by businesses claiming and managing their own profiles, by users submitting inquiries, and by users participating in our community features.
• Third-Party Data Providers: Licensed or publicly accessible business databases and information aggregators.

We use automated and manual processes — including AI-assisted entity resolution, classification, and deduplication — to aggregate, normalize, and present this information. We make reasonable efforts to maintain accuracy but do not independently verify all information from third-party sources, and we expressly disclaim warranties regarding accuracy, completeness, or fitness for any particular purpose (see Section 19).

2.2 No Endorsement

Inclusion of any business, professional, contractor, project, owner, or property in our directory or data sets does not constitute an endorsement, recommendation, certification, license verification, financial rating, or warranty by Zabalist. Users are solely responsible for independently verifying information and conducting appropriate due diligence — including license, insurance, and reference checks — before engaging any service provider, transacting on any property, or filing any document with any government authority.

2.3 Property Tax Analysis Tool

The Property Tax Analysis Tool is an automated analysis service that uses publicly available appraisal district data (including TCAD) to generate property value comparisons. This tool is provided for informational purposes only. By using the tool, you acknowledge and agree that:

• Not a Professional Appraisal: The analysis is generated by automated algorithms and is not a licensed property appraisal. It does not comply with the Uniform Standards of Professional Appraisal Practice (USPAP) and is not a substitute for an appraisal performed by a licensed appraiser.
• No Guarantee of Results: Use of this tool or any report it generates does not guarantee any outcome in property tax protests, appeals, informal hearings, Appraisal Review Board (ARB) hearings, or any other proceeding.
• Estimated Data: Property characteristics — including square footage, year built, story count, lot size, and building features — are estimated from public records and may not reflect actual conditions.
• Not Legal, Tax, or Financial Advice: Reports do not constitute legal, tax, or financial advice. Consult qualified professionals for such matters.
• Permitted Use of Reports: Reports may be used for personal reference and as supporting material in your own property tax protest filings. Commercial redistribution, reselling, white-labeling, or republication of reports is prohibited absent a separate written license.

3. Eligibility

You must be at least 18 years old and capable of forming a binding contract under Texas law to use the Services. By using the Services, you represent and warrant that you meet these requirements. If you are using the Services on behalf of an organization, you represent that you are authorized to bind that organization to these Terms and that “you” refers to that organization. The Services are not directed to children, and we do not knowingly accept registrations from anyone under 18.

4. Account Registration and Security

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

• Provide accurate, current, and complete information during registration and at all times during your use of the Services;
• Maintain and promptly update your account information;
• Keep your login credentials, magic-link tokens, and any API keys secure and confidential;
• Use multi-factor authentication where offered;
• Accept responsibility for all activities that occur under your account; and
• Notify us immediately at security@zabalist.com of any unauthorized access, suspected breach, or compromise of your credentials.

We use reasonable measures, including bot-mitigation systems such as Cloudflare Turnstile, to protect accounts and the Services. We may suspend or terminate accounts that violate these Terms, that we reasonably suspect to be compromised, or that we determine, in our sole discretion, present a risk to the Services or other users.

5. Subscription Services, Billing, and Payment

5.1 Free and Paid Tiers

We offer free and paid subscription tiers. Free accounts provide limited access. Paid subscriptions unlock additional capabilities such as expanded saved searches, daily email alerts, advanced filters, larger export limits, and other features described on our Pricing page.

5.2 Business Profile Claims

Claiming a business profile requires acceptance of the Business Profile Claim Terms, may require payment of a separate subscription fee, and is subject to verification and approval at our sole discretion.

5.3 Billing, Renewal, and Taxes

Paid subscriptions are billed in advance on a recurring basis (monthly or annually) through our payment processor, Stripe. You authorize us and Stripe to charge your designated payment method for all applicable fees, including any applicable taxes. Subscriptions automatically renew at the then-current rate unless cancelled before the renewal date. Failed payments may result in suspension of paid features until payment is received.

5.4 Cancellation and Refunds

You may cancel your subscription at any time through your account settings or by contacting billing@zabalist.com. Cancellation takes effect at the end of the then-current billing period. All fees are non-refundable except as required by law or expressly granted at our sole discretion.

5.5 Price Changes

We may change subscription prices on at least thirty (30) days’ notice, delivered by email or by prominent in-product notice. Continued use after the effective date constitutes acceptance of the new pricing.

6. Acceptable Use

You agree NOT to:

• Use the Services for any illegal purpose or in violation of any local, state, federal, or international law;
• Scrape, crawl, spider, harvest, mass-download, or use any automated means to access the Services or extract data — including via headless browsers, residential proxies, scraping APIs, or distributed networks — except (i) as expressly authorized in writing by us, or (ii) via a documented public API endpoint and strictly within its published rate limits and authentication requirements;
• Bypass, disable, defeat, or interfere with rate limits, authentication, bot mitigation (including Cloudflare Turnstile), CAPTCHA, paywalls, IP blocks, or any other technical access controls — including by rotating IP addresses, identities, or credentials to evade limits;
• Resell, redistribute, sublicense, syndicate, or relicense access to our data, reports, or Services, including by white-labeling, except under a separate written agreement;
• Use the Services or any data obtained from them to build, train, fine-tune, evaluate, benchmark, or augment any machine learning model, large language model, dataset, embedding, search index, or competing product or service, except as expressly permitted in writing;
• Combine, merge, or aggregate data obtained from the Services with any other data set in a manner intended to recreate, reverse-engineer, replicate, or compete with the Services or any of our directories;
• Use the Services to send spam, conduct mass-marketing campaigns, harvest email addresses or phone numbers, or harass, defame, threaten, or stalk any person or business;
• Use the Services to engage in fraudulent activity, identity impersonation, or misrepresentation of affiliation;
• Use information obtained from the Services to discriminate against any individual in violation of fair-housing, employment, lending, or other anti-discrimination laws;
• Upload or transmit viruses, malware, or other harmful code;
• Probe, scan, or test the vulnerability of any system or network without our prior written consent (responsible disclosure to security@zabalist.com is welcomed and will not be treated as a violation when conducted in good faith and within scope);
• Reverse engineer, decompile, disassemble, or attempt to derive source code or trade secrets from the Services;
• Attempt to access accounts, data, APIs, or features that you are not authorized to access;
• Misrepresent the source, authenticity, or licensing status of any data obtained from the Services when sharing externally; or
• Remove, obscure, or alter any proprietary notices, attributions, watermarks, or branding on data, reports, widgets, or pages.

6.1 Robots.txt and Express Authorization

Our robots.txt file expresses certain access preferences to well-behaved automated agents. The presence or absence of any directive in robots.txt is non-exclusive and does not grant any license, consent, or authorization to access the Services in any manner that would otherwise violate these Terms. Authorization to access the Services in an automated way must be in a separate signed writing.

6.2 Unauthorized Access — Reservation of Rights

Access in violation of this Section 6 is unauthorized for purposes of (a) the federal Computer Fraud and Abuse Act, 18 U.S.C. § 1030, (b) the Texas Harmful Access by Computer Act, Tex. Penal Code § 33.02, and (c) Tex. Civ. Prac. & Rem. Code Ch. 143 (Harmful Access by Computer). We expressly reserve all civil and criminal remedies available under these and other applicable laws.

6.3 Liquidated Damages for Automated Abuse

You acknowledge that unauthorized scraping, mass-extraction, and similar automated abuse cause substantial harm to us that is difficult to quantify precisely — including server load, bot-mitigation cost, dilution of the integrity of our data sets, loss of subscription revenue, and harm to the value of our compilation work. The parties therefore agree that the following are reasonable estimates of damages and not penalties:

• $0.10 per record accessed, extracted, copied, downloaded, cached, or transmitted in violation of this Section 6;
• $1.00 per request made in excess of published rate limits or after a rate-limit, IP-block, or account-suspension notice;
• A minimum of $5,000 per scraping incident, where an “incident” is a continuous or related course of automated abuse (regardless of record count); and
• Reimbursement of all reasonable forensic, mitigation, hosting-overage, and legal costs incurred in identifying and responding to the abuse.

These amounts are in addition to, and not in lieu of, our right to seek injunctive relief and any other remedies available at law or equity, including under Section 6.2.

6.4 Enforcement

We may, in our sole discretion and without notice, block IP addresses, ranges, ASNs, accounts, API keys, fingerprints, and devices that we reasonably believe are violating this Section 6 or that present a risk to the Services. We may publicly identify abusers and notify hosting providers, infrastructure providers, employers, and law enforcement.

7. Embeddable Widgets and Embedding

We provide certain embeddable widgets (such as the Property Tax Analyzer embed and other data widgets) that may be embedded on third-party websites. By embedding our widgets, the embedding site agrees that:

• The widget will be displayed substantially in its delivered form, without modification of branding, attribution, or links to Zabalist;
• End-user interactions with the embedded widget are subject to these Terms and our Privacy Policy;
• The embedding site is responsible for compliance with all laws applicable to its display of the widget on its site, including disclosure obligations to its visitors;
• We may collect analytics and usage data through the widget as described in our Privacy Policy;
• We may, at our discretion, suspend or revoke widget access for any reason, including non-compliance with these Terms; and
• Embedding does not grant any license to our underlying data outside of what is rendered by the widget itself.

8. AI-Assisted Processing and Automated Content

Portions of the Services rely on machine learning and artificial intelligence — including for entity resolution, deduplication, address normalization, trade classification, content categorization, and content summarization. AI-assisted output may contain errors, omissions, hallucinations, or inferences that are incorrect. We do not warrant that AI-assisted output is accurate, complete, or fit for any particular purpose, and you should independently verify any information before relying on it for material decisions. The presence of AI-derived content does not transfer any liability from you to us.

9. Lead Generation and Business Inquiries

Lead and contact forms on business profiles route the inquiry to the claimed business owner via email, SMS, or in-product notification. By submitting a lead form, you authorize us to share the information you provide (including your name, email, phone number, message, and inferred location) with the recipient business and to copy us on the message for quality and abuse-monitoring purposes. We do not control how recipient businesses use the information you submit. Do not submit personal information about third parties through these forms without authorization.

10. Email Alerts and Communications

By creating an account or signing up for alerts, you consent to receive transactional and service-related emails from Zabalist (including account verification, billing notices, security notices, claim approvals, and ordered reports). You may also opt in to marketing or product communications. You may unsubscribe from non-essential emails at any time using the link in any marketing email or by adjusting your notification preferences. We comply with applicable anti-spam laws, including the U.S. CAN-SPAM Act. Transactional and service-related communications are part of the Services and may not be disabled while you maintain an active account.

11. Data Export and Limited Data License

Subject to your subscription tier and these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use exported data and reports for your own internal business purposes. The license expressly excludes the right to:

• Resell, syndicate, sublicense, or publicly republish the exported data or reports;
• Combine the exported data with another data set in order to create a competing product, directory, or database;
• Use the exported data to train any machine learning or AI model;
• Strip attribution, source identifiers, or proprietary notices from exported data; or
• Use exported data in violation of any third-party terms applicable to the underlying source (for example, Google Places terms regarding caching, attribution, and usage).

Export volume limits are set by subscription tier and may be revised. Anomalous or excessive export activity may be rate-limited or suspended.

12. Intellectual Property

12.1 Our Rights

The Services — including all software, code, design, layout, page structure, search interfaces, AI models and weights, taxonomies, classification systems, value-added data fields, derivative metrics, and original content (excluding underlying public-record source data) — are owned by Smart Austin LLC and are protected by U.S. and international copyright, trademark, trade secret, and other intellectual property laws. The Zabalist name, logo, and related marks are our trademarks. All rights not expressly granted are reserved.

12.2 Limited License to Use the Services

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal or internal business purposes in accordance with these Terms. This license does not include the right to:

• Modify, copy, or create derivative works of the Services;
• Systematically download, mirror, or store substantial portions of our database;
• Use the Services for competitive intelligence against us; or
• Use the Services in any way not expressly permitted by these Terms.

12.3 Public Records and Compilation Rights

We aggregate publicly available government records and other publicly accessible information. While we do not claim ownership of underlying public records as such, our selection, coordination, arrangement, organization, normalization, classification, AI-derived enrichment, presentation, and analytics constitute our proprietary compilation work, protected by U.S. copyright law (including 17 U.S.C. §§ 101, 103) and other applicable intellectual property rights. We further reserve all rights under the doctrine of misappropriation of time-sensitive (“hot news”) information with respect to permits, project filings, bid postings, and similar fast-moving records that are costly to gather and have substantial commercial value when first reported.

12.4 Audit of Export Compliance

With respect to paid subscribers who export data via bulk download, API, or similar means, we reserve the right, upon reasonable written notice and not more than once per twelve (12) months absent suspected breach, to audit your use of exported data to verify compliance with the license restrictions in Section 11. Audits will be conducted during normal business hours and in a manner reasonably designed to minimize disruption. If an audit reveals a material breach, you shall reimburse our reasonable audit costs in addition to any other remedies.

13. User Content and Business Profile Information

If you submit content to the Services — such as business profile information, descriptions, logos, photos, certifications, reviews, lead inquiries, or other communications — you grant us a worldwide, non-exclusive, royalty-free, sublicensable, transferable license to host, store, reproduce, modify, adapt, translate, publish, publicly display, and distribute that content in connection with the Services and our business operations, including marketing of the Services. You represent and warrant that (a) you own or have all necessary rights to submit the content, (b) the content does not infringe any third-party rights or violate any law, and (c) the content does not contain personal information of third parties that you are not authorized to share. You are solely responsible for the content you submit, and you agree to indemnify us against claims arising from it (see Section 21).

14. Public Records, Removal Requests, and DMCA

Information derived from official government public records (permits, licenses, registrations, appraisal records, court filings, procurement notices) generally cannot be removed, as it serves the public interest in government transparency and falls within the “publicly available information” exception in Tex. Bus. & Com. Code § 541.001(27). For information derived from non-governmental publicly accessible sources, we will consider good-faith removal or correction requests on a case-by-case basis. For a complete explanation of our authority to publish public-record data, see our Legal Basis & Data Sources page. Submit removal requests to privacy@zabalist.com or via our contact removal page. To file a copyright takedown notice, see our DMCA Policy.

15. Third-Party Links and Services

The Services may contain links to, or be integrated with, third-party websites and services (including Stripe, Supabase, Vercel, Resend, Google, Cloudflare, Cloudinary, FRED, Mixpanel, and others). We are not responsible for the content, policies, availability, or practices of any third party. Your interactions with third parties are solely between you and them and may be subject to their own terms and privacy policies.

16. Beta and Experimental Features

We may, from time to time, designate features as “beta,” “preview,” “experimental,” or similar. Such features are provided as-is, may be changed or removed at any time, and may have additional or different terms presented at the time of access. You use beta features at your own risk.

17. Modifications to the Services

We reserve the right to modify, suspend, or discontinue any portion of the Services at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.

18. Modifications to These Terms

We may update these Terms from time to time. Material changes will be communicated via email to your account address or by prominent in-product notice. Updates take effect on the date posted unless otherwise specified. Continued use of the Services after the effective date constitutes acceptance of the modified Terms. If you do not agree to changes, you must discontinue use of the Services and may cancel your subscription as described in Section 5.

19. Disclaimer of Warranties

THE SERVICES, INCLUDING ALL DATA, REPORTS, AI-ASSISTED OUTPUT, EMBEDS, AND CONTENT, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT.

We do not warrant that:

• The Services will be uninterrupted, secure, or error-free;
• Data, AI-derived classifications, or reports will be accurate, complete, current, or reliable;
• Comparable property analyses, valuation estimates, or recommendations will produce any particular outcome;
• Results obtained from using the Services will meet your requirements; or
• Any errors will be corrected.

Data Accuracy: Our data is sourced from public government records, federal databases, third-party APIs, and other publicly accessible sources. It may contain errors, omissions, duplicates, or outdated information, and may include AI-derived classifications or matches that are incorrect. You are solely responsible for verifying any information before relying on it for business, legal, financial, regulatory, or property decisions. Source data must be corrected at the originating agency.

20. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SMART AUSTIN LLC, MOON SHERPA LABS, OR THEIR OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, AFFILIATES, LICENSORS, OR DATA PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES — INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, BUSINESS OPPORTUNITIES, OR OTHER INTANGIBLE LOSSES — ARISING OUT OF OR RELATING TO YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY, AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

20.1 Shortened Limitations Period

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, THE CAUSE OF ACTION IS PERMANENTLY BARRED. This shortened limitations period applies to the maximum extent permitted by applicable law.

21. Indemnification and Attorneys’ Fees

You agree to indemnify, defend (at our option, with counsel of our choice), and hold harmless Smart Austin LLC d/b/a Moon Sherpa Labs and its officers, directors, members, employees, agents, affiliates, licensors, and data providers from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees, expert fees, and court costs) arising out of or relating to:

• Your use of, or inability to use, the Services;
• Your violation of these Terms or any incorporated policy;
• Your violation of any third-party right, including intellectual property, privacy, publicity, or contractual rights;
• Any content you submit to or through the Services;
• Any business decisions, transactions, filings, or actions taken by you in reliance on data or reports obtained from the Services; or
• Your violation of any applicable law, including anti-discrimination, fair-housing, lending, anti-spam, or telemarketing laws.

Attorneys’ Fees. In any action or proceeding to enforce Section 6 (Acceptable Use), Section 11 (Data Export and Limited Data License), or Section 12 (Intellectual Property), if we are the prevailing party, you shall reimburse our reasonable attorneys’ fees and costs incurred in the action or proceeding, in addition to any damages awarded.

Pre-Suit Notice and Cure. Before filing any action against us (other than for injunctive relief related to intellectual property or unauthorized access), you agree to provide written notice to legal@zabalist.com describing the alleged claim with reasonable specificity and to allow us thirty (30) days to investigate and, where appropriate, cure the alleged issue.

22. Governing Law, Arbitration, and Class Action Waiver

22.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

22.2 Informal Resolution

Before filing any formal legal action, you agree to first contact us at legal@zabalist.com with a written description of the dispute and to attempt in good faith to resolve the dispute informally for at least thirty (30) days.

22.3 Binding Arbitration

If informal resolution fails, any dispute, controversy, or claim arising out of or relating to these Terms or the Services shall be resolved by final and binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules and, where applicable, its Consumer Arbitration Rules. Arbitration shall take place in Travis County, Texas, before a single arbitrator. The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. This arbitration agreement is governed by the Federal Arbitration Act.

22.4 Class Action Waiver

YOU AND ZABALIST AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS-WIDE ARBITRATION, OR REPRESENTATIVE ACTION.

22.5 Severability; Class-Waiver Blow-Up

If the class-action waiver in Section 22.4 is found to be unenforceable as to any claim or remedy, or if class-wide or representative arbitration is ordered with respect to any claim, then the entire arbitration agreement in Section 22.3 shall be null and void with respect to that claim, and the claim shall instead be brought exclusively in the state or federal courts located in Travis County, Texas (see Section 22.7). All other provisions of these Terms, including the jury waiver in Section 22.6, shall remain in full force and effect.

22.6 Mass Arbitration; Coordinated Proceedings

If twenty-five (25) or more individual arbitration demands of a substantially similar nature are filed against us within any ninety (90) day period by claimants represented by the same or coordinated counsel, the parties agree that the demands shall be administered as a coordinated proceeding under AAA’s Mass Arbitration Supplementary Rules (or comparable AAA procedures then in effect). The parties shall first select a small number of bellwether cases for individual adjudication; remaining cases shall be stayed pending the bellwether outcomes, after which the parties shall meet and confer in good faith regarding global resolution. Filing fees and arbitrator compensation associated with stayed cases shall be deferred until those cases are activated.

22.6.1 Jury Trial Waiver

FOR ANY CLAIM NOT SUBJECT TO ARBITRATION, YOU AND ZABALIST EACH KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVE ANY RIGHT TO TRIAL BY JURY.

22.7 Exceptions; Injunctive Relief Without Bond

Notwithstanding the foregoing, either party may bring (i) an individual action in small-claims court, and (ii) an action in court for injunctive, declaratory, or equitable relief related to intellectual property, unauthorized access, violation of Section 6 (Acceptable Use), or violation of Section 11 (Data License). You acknowledge that any breach of Section 6, Section 11, or Section 12 will cause irreparable harm for which monetary damages would be inadequate, and you agree that we shall be entitled to seek injunctive relief in any court of competent jurisdiction without the requirement of posting bond, security, or other undertaking, in addition to any other remedies available.

22.8 Right to Opt Out of Arbitration

You may opt out of the arbitration agreement in Section 22.3, the class action waiver in Section 22.4, and the mass-arbitration provisions in Section 22.6 by sending written notice to legal@zabalist.com within thirty (30) days of first accepting these Terms. The opt-out notice must include your name, account email, and a clear statement that you wish to opt out. Opting out does not affect any other provision of these Terms (including the jury waiver in Section 22.6.1, which applies in court proceedings).

22.9 Venue for Court Actions

For any claim not subject to arbitration, you agree that the exclusive venue shall be the state or federal courts located in Travis County, Texas, and you consent to personal jurisdiction in those courts.

23. Termination

We may suspend or terminate your access to the Services at any time, with or without cause, with or without notice. You may terminate your account at any time as described in Section 5. Upon termination, your right to use the Services immediately ceases, and we may delete your account data subject to our retention policies and legal obligations. Provisions that by their nature should survive termination shall survive — including Sections 6 (Acceptable Use), 11 (Data License), 12 (Intellectual Property), 13 (User Content license grant), 19 (Disclaimer), 20 (Limitation of Liability), 21 (Indemnification), 22 (Dispute Resolution), and 24 (General Provisions).

24. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy, Cookie Policy, DMCA Policy, Business Profile Claim Terms, and any other policies or supplemental terms referenced herein or accepted by you, constitute the entire agreement between you and Smart Austin LLC.
• Severability: If any provision is found unenforceable, the remaining provisions shall continue in full force, and the unenforceable provision shall be modified to the minimum extent necessary to be enforceable.
• No Waiver: Our failure to enforce any right or provision does not constitute a waiver of that right or provision.
• Assignment: You may not assign or transfer these Terms or any rights hereunder, by operation of law or otherwise, without our prior written consent. We may assign these Terms in whole or in part without restriction.
• No Agency: No agency, partnership, joint venture, employer-employee, or franchisor-franchisee relationship is intended or created by these Terms.
• Force Majeure: We are not liable for any delay or failure to perform caused by circumstances beyond our reasonable control, including acts of God, natural disasters, pandemics, war, civil unrest, internet or utility outages, or actions of governmental authorities.
• Notices: We may provide notice to you via email to your account address, in-product notification, or posting on the Services. You may provide notice to us at legal@zabalist.com.
• Headings: Section headings are for convenience only and have no legal effect.
• Export and Sanctions: You represent that you are not located in, under the control of, or a national or resident of any country or person subject to U.S. export controls or sanctions that would prohibit your use of the Services.

25. Contact Information

For questions about these Terms, please contact: