Version 2026-10-15, effective October 15, 2026
Archived copy of this version: www.northreeve.com/legal/archive/2026-10-15/terms. All versions: www.northreeve.com/legal/archive.
Related: Trust and Commitments Data Processing Addendum Refund Policy Privacy Policy
These Terms of Service ("Terms") are a binding agreement between NorthReeve Software LLC ("NorthReeve", "we", "us", or "our") and the business that accepts them (the "Customer", "you", or "your"). They are one set of terms for everything NorthReeve provides:
You accept these Terms by signing an Order (defined below) that refers to them, by clicking to accept them, or by using the Services. If you accept for a company, you confirm that you are authorized to bind it. Part 3 alone applies to people who only use our websites.
Part 1 applies to every Service. The Product Schedules in Part 2 add terms for each Product.
2.1 The Agreement. The Agreement is the entire agreement between the parties about its subject. It replaces earlier proposals and discussions about the same Services, and it controls over pricing or descriptions on our websites. Pre-printed terms on a purchase order, vendor portal, or similar form have no effect.
2.2 Order of precedence. If documents conflict, this order applies:
2.3 Names used in Orders. An Order that refers to the NorthReeve Software LLC "Terms of Service", "Terms and Conditions", or "Master Services Agreement" refers to these Terms. If it names a version, that version applies (see Section 23).
2.4 Earlier versions. These Terms replace, for new Orders, both the NorthReeve Master Services Agreement and the separate website terms that were published before October 13, 2026. An agreement that incorporates an earlier version stays governed by that version until it moves to a later version under the earlier version's own terms or by agreement. Every version is kept in the legal archive.
3.1 License. Subject to the Agreement and payment of the fees, we grant you a non-exclusive, non-transferable, non-sublicensable right during the term of each Subscription to access and use the Product for your internal business operations and to serve your End Customers.
3.2 White-label Products. Where a Product Schedule says a Product is white-label, your branding is shown to your End Customers on customer-facing screens and on messages sent from your numbers and domains, and NorthReeve and Product branding is not. You are responsible for the branding, content, and communications you configure and send.
3.3 Features and changes. Product features are described in the Product Schedules, your Order, and the Documentation. We may add, change, or remove features over time. We will not materially reduce the core functionality of a Product you are paying for during a Billing Period you have paid for. If we materially reduce core functionality without a comparable replacement, you may end the affected Subscription by written notice within 30 days after the change, and Section 8.4 applies as if we had terminated without cause.
3.4 Restrictions. You will not, and will not let anyone else: copy, modify, or create derivative works of the Services, except as an SOW expressly allows; reverse engineer or try to derive source code, except where the law allows it despite this restriction; resell, sublicense, or provide the Services to third parties, other than by serving your own End Customers; remove proprietary notices; use the Services to build a competing product; or exceed the quantities in your Order, such as extensions.
3.5 Early-access features. Features labeled beta, preview, early access, or in testing are optional. They are provided as they are, may change or end without notice, are not covered by Section 15.2, and are not included in an Order unless the Order lists them.
4.1 Accounts and Users. You will name at least one administrator, keep account and contact information accurate, and manage your Users and their roles. Each User needs their own login, and logins must not be shared. You are responsible for activity under your account, for keeping credentials confidential, and for removing access promptly when a User leaves.
4.2 Your content. You are responsible for Customer Data and for the accuracy, legality, and appropriateness of the content and communications you create, send, or store, and for obtaining the rights, notices, and consents needed for us to process it.
4.3 Acceptable use. You will not use the Services to: break any law or infringe anyone's rights; send unlawful, harassing, deceptive, or unsolicited communications; transmit malware; store or send data you are not authorized to; try to gain unauthorized access to, test the vulnerability of, or disrupt the Services or their infrastructure; or use the Services in a way that threatens their stability or security. You will follow the Documentation and the acceptable-use rules of the Third-Party Services you enable.
5.1 Term of the Agreement. The Agreement starts when you accept these Terms or sign your first Order and continues while any Order is in effect.
5.2 Month-to-month by default. Unless an Order states otherwise, each Subscription starts on its Service Start Date and renews automatically for successive monthly Billing Periods. By accepting an Order for a renewing Subscription, you agree to these renewal terms.
5.3 Your nonrenewal. You may elect not to renew a Subscription by written notice delivered before the next Billing Period begins, including by email to sales@northreeve.com. Nonrenewal takes effect at the end of the then-current Billing Period, and you keep access until then. We will acknowledge your notice. If you accepted the Subscription online, you may also give notice online. We will never require a step more burdensome than the one you used to sign up.
5.4 Our nonrenewal. We may elect not to renew a Subscription by written notice given at least 30 days in advance. Our nonrenewal takes effect at the end of the first Billing Period that ends at least 30 days after our notice. This does not limit either party's right to terminate for cause under Section 10.
5.5 No early termination fee. No early termination fee applies to a month-to-month Subscription. If an Order sets a fixed term, such as an annual term, the Order states its renewal and early termination terms, and we will send any renewal reminder the law requires.
5.6 Accrued obligations. Nonrenewal or termination does not cancel obligations that accrued before it took effect, including fees for the final Billing Period that are calculated and invoiced afterward.
6.1 Fees. You will pay the fees in your Order, plus applicable taxes and any third-party charges you authorize. Unless the Order states otherwise, recurring base fees are billed in advance for each Billing Period, and fees measured by usage or count (such as the active-client fees in Schedule A) are billed in arrears and may appear on the next period's invoice. Fees are stated and payable in US dollars.
6.2 Invoices and due date. Unless the Order states otherwise, invoices are due within 15 days after we issue them.
6.3 How you pay. You may pay by the methods shown on the invoice. We will not charge a card or debit a bank account automatically unless you sign a separate payment authorization. If you sign one, you authorize us and our payment processor to charge the payment method it names, as it describes. You may revoke an ACH authorization on reasonable notice as Nacha and banking rules provide; revoking it does not cancel a Subscription or amounts owed. Cards are processed by a PCI-compliant payment processor, and NorthReeve does not store full card numbers.
6.4 Disputed invoices. If you dispute an invoice in good faith, notify us in writing within 30 days after you receive it, identifying the amount and the basis of the dispute. Undisputed amounts remain payable when due. We will investigate promptly and correct verified errors. We will not charge late interest on, or suspend the Services for, an amount disputed in good faith under this Section while the dispute is being resolved. An invoice not disputed within 30 days is treated as accepted, but we will still correct any billing error we confirm.
6.5 Late payment. Overdue undisputed amounts may bear interest from the due date at the lower of 1.5 percent per month or the highest rate the law allows, and you will pay reasonable costs of collecting them, including reasonable legal fees. Suspension for nonpayment follows Section 9.1.
6.6 Taxes. Fees do not include taxes. You are responsible for sales, use, telecommunications, and similar taxes and regulatory surcharges, except taxes on our net income. Where we must collect a tax, it will appear on the invoice.
6.7 Third-party charges. Third-Party Services, such as Carrier Services, payment processing, accounting software, domains, and a prior vendor's export or release fees, are billed by those vendors under their own terms. Before activating a feature that needs a paid Third-Party Service, we will tell you about the third-party costs we know of. We will not buy a Third-Party Service on your behalf without your approval.
6.8 Included usage. Ordinary use of the features included in a Product is covered by its fees, as the Product Schedule or Order describes. Materially exceptional usage, extraordinary infrastructure requirements, and custom work need a separately approved written scope and price before any charge is incurred.
6.9 Payment obligations. Your obligation to pay fees and other amounts properly due under the Agreement is an express obligation. It is not reduced by the exclusions or the cap in Section 20.
7.1 Notice of increases. Except where an Order fixes a price for a stated period, we may change recurring Subscription fees for future Billing Periods by written notice given at least 60 days in advance. An increase applies only from a renewal that occurs after the notice period ends. You may elect nonrenewal under Section 5.3 before the increase takes effect.
7.2 Decreases. A price decrease may apply from the next Billing Period without notice.
7.3 Published price lists. Where an Order refers to a published price list, the prices in that list when the Order is signed apply, and later changes follow Section 7.1.
7.4 Third-party prices. Charges for Third-Party Services are set by those vendors and may change under their terms.
8.1 Elapsed periods. Except where the law requires otherwise, or an Order or these Terms expressly state otherwise, amounts properly charged for an elapsed Billing Period or for Services already performed are not refundable.
8.2 Your cancellation during a period. If you end a Subscription, or stop using it, during a Billing Period, you are not entitled to a prorated refund for that period while the Services remain available to you through its end.
8.3 Billing errors. We will refund or credit confirmed overpayments and billing errors, at your choice where reasonably practicable.
8.4 Our termination without cause or our uncured breach. If we terminate a Subscription without cause during a prepaid period, or you terminate it because of our material breach that remains uncured after notice and the cure period in Section 10.1, we will refund the prepaid Subscription fees allocable to the unperformed part of that period. No fees for later periods will be charged.
8.5 Onboarding and Professional Services. Onboarding, setup, and Professional Services fees, where an Order includes them, are earned as the work is performed and are refunded only as the Order or SOW states.
8.6 Other remedies. A refund under this Section does not remove any other remedy that these Terms or mandatory law preserve. The Refund Policy explains how to request a refund.
9.1 Nonpayment. If an undisputed amount is still unpaid 15 days after its due date, we may send you a written past-due notice. If it remains unpaid 15 days after that notice, we may suspend the affected Services until it is paid. During a suspension for nonpayment we will keep your Customer Data intact and, on request, provide the standard export described in Section 11.5. We will restore the Services promptly after payment. Suspension does not extend a term or remove the obligation to pay. For phone systems, Schedule B adds a 911 warning to the notice.
9.2 Urgent restriction. We may immediately restrict access to the extent reasonably necessary to prevent an imminent security threat, unlawful use, or material harm to the Services or to others, including where a carrier blocks non-compliant traffic. We will give notice when it is legally and operationally practicable, limit the restriction to what is needed, and restore access promptly after the cause is remedied.
9.3 No liability for proper suspension. We are not liable for a suspension or restriction made in accordance with this Section.
10.1 Material breach. Either party may terminate an affected Order by written notice if the other party materially breaches the Agreement and does not cure the breach within 30 days after receiving notice that reasonably describes it.
10.2 Without cause. We may end a Subscription without cause by nonrenewal under Section 5.4. If we end one before the end of a prepaid period, for example because we discontinue a Product, we will give at least 30 days' written notice and Section 8.4 applies.
10.3 Insolvency. To the extent the law allows, either party may terminate the Agreement by written notice if the other party makes a general assignment for the benefit of creditors, becomes subject to a bankruptcy or insolvency proceeding that is not dismissed within 60 days, or stops doing business.
10.4 Effect of termination. When a Subscription or the Agreement ends: (a) your right to use the affected Services ends at the end of the final Billing Period or on the effective date of termination; (b) fees accrued through that date become due, including fees for the final Billing Period invoiced afterward, and no fees accrue for later periods; (c) the Export Period in Section 11.5 applies; (d) production use and hosting do not continue after that date unless an Order provides for it, and during the Export Period we keep Customer Data only to provide your export; and (e) each party will return or destroy the other's Confidential Information on request, subject to Section 11.6 and to copies the law requires it to keep.
11.1 Your data. As between the parties, you own all right, title, and interest in Customer Data, including your End Customer records. We claim no ownership of Customer Data.
11.2 Our use of Customer Data. We process Customer Data only as necessary to provide, secure, maintain, and support the Services, on your instructions, and as the DPA otherwise permits. We do not sell Customer Data or use it for our own marketing. We may collect technical information about how the Services perform, such as error rates and response times, to operate and improve them; that information does not include the content of Customer Data.
11.3 Data protection. Our processing of personal information in Customer Data is governed by the DPA. As between the parties, you are the business and controller, and we are the service provider and processor.
11.4 Disclosures before production use. Before you begin production use of a Product, we will provide the DPA and the current list of sub-processors for that Product. The Privacy Policy keeps that list current.
11.5 Data export. On a verified request from your administrator, we will provide a standard export of your Customer Data at any time during the term and for 90 days after the Agreement or the affected Subscription ends, unless the Order states a different period (the "Export Period"). A standard export contains the Customer Data held in the Product in common machine-readable formats, such as CSV files for records and the original files for documents, photos, and recordings, as produced by the Product's export tools or our standard export process. There is no charge for a standard export, and we provide it whether or not an amount is in dispute. A standard export does not reproduce a third party's proprietary database schema or file format, and does not include data that was never imported into or created in the Services. Custom conversions are Professional Services.
11.6 Deletion. After the Export Period we may delete Customer Data as the DPA describes, except copies in routine backups, which are deleted on the ordinary backup cycle, and copies the law requires us to keep. The DPA continues to protect any copies we keep.
11.7 Migration. If we migrate data into the Services from a prior system, CSV files, or another source, you confirm that you have the right to have it migrated and to authorize our access to the source, and you will supply the exports, credentials, or access needed. Migration depends on what the source system provides, and some records, formatting, or history may not carry over. We will tell you the expected scope of the migration. We do not warrant that migrated data will be complete or error-free, and you will check migrated data before relying on it. You remain responsible for your own record-keeping obligations at the source system. Schedule A adds terms for migrations from RealGreen.
12.1 Their terms govern. Third-Party Services are provided under their providers' own agreements and pricing. Unless an Order says otherwise, NorthReeve is not the seller or carrier of record for Carrier Services you contract for, and is not your payment processor, accounting provider, or domain registrar.
12.2 How data reaches them. We do not sell or disclose Customer Data to Third-Party Services for their own use. A Third-Party Service receives Customer Data only when, and only to the extent, needed to perform a feature you choose to use. For example, a payment processor receives payment details to process your payment, and a carrier receives dialing information to connect your call. The services each Product uses, and what each receives, are listed in the Privacy Policy.
12.3 Responsibility. We are not responsible for a third party's acts, omissions, outages, approval decisions (such as messaging registration or payment-processor underwriting), porting delays, or charges, except to the extent directly caused by our breach of the Agreement or our negligence.
12.4 Your accounts. You are responsible for keeping the third-party accounts the Services need for your chosen features, including any required carrier account, number authorizations, and emergency-calling registrations.
12.5 Changes by third parties. If a Third-Party Service changes or becomes unavailable, we may adjust or remove the related feature. If that materially reduces a Product's core functionality, Section 3.3 applies.
This Section applies wherever the Services include calling, phone system, or messaging features, including ServiceAven's phone and texting features and GetLibre PBX.
13.1 Software provider, not a carrier. NorthReeve builds and hosts communications software. Carrier Services are provided by licensed third-party carriers under an account in your own name, unless your Order states a different arrangement. You are the carrier's customer of record, the carrier bills you directly, and the carrier's terms govern the regulated services it provides, including 911. Our role is limited to software and administration: we may help you open the carrier account, and we configure and manage it and the trunking that connects it to the Services as your administrator under the Agreement. NorthReeve may be an authorized agent or referral partner of a carrier and may receive a commission from it; any commission comes out of the carrier's own pricing and is not added to your bill by NorthReeve. NorthReeve is not a telecommunications carrier, does not resell Carrier Services, and is not a party to your communications. You are the sender of your calls, texts, and voicemails.
13.2 Your compliance. You are responsible for complying with the laws and industry rules that apply to your calls, texts, and other communications, including the Telephone Consumer Protection Act (TCPA), FCC rules, state telemarketing and calling laws, state call-recording consent laws, the CAN-SPAM Act for email, and CTIA messaging principles. This includes obtaining and keeping all required prior express consent (and prior express written consent where required) before calling or texting, honoring do-not-call and STOP or opt-out requests, providing required identification and HELP responses, respecting calling-time and frequency limits, and keeping records of consent.
13.3 10DLC and The Campaign Registry. US carriers require businesses that send application-to-person text messages to register their brand and campaign through the 10DLC framework and The Campaign Registry (TCR). You are responsible for accurate registration and for keeping it current. We may help, including by placing you temporarily on an available campaign while your own registration is approved, but you remain responsible for the accuracy and compliance of your registration and messages. Carriers may filter, suspend, or block non-compliant or unregistered traffic and may impose fees or penalties for it.
13.4 Recording, monitoring, and transcription. Where you turn on call recording, transcription, listen-in, whisper, intercom, or similar features, you are responsible for giving the notices and obtaining the consents the law requires, including in states that require the consent of every party to a call, and for any workplace policy your use requires.
13.5 Emergency calling. Where the Services can place calls to 911, the emergency-calling terms in Schedule B apply, whichever Product you use.
13.6 Allocation of risk. You will indemnify NorthReeve for claims arising from your communications and your telephony and messaging compliance, as Section 19.2 describes. We are not responsible for carrier filtering, message deliverability, call or message charges, or penalties that result from your use, except to the extent directly caused by our breach of the Agreement or our negligence.
Some Services include AI-assisted features, such as measurement or detection from aerial or satellite imagery, chat assistance, call transcription and summaries, and pricing or planning suggestions. These features produce estimates and suggestions, not guaranteed results. Their output may be inaccurate or incomplete and can be affected by input quality, imagery timing, obstructions, audio quality, and changes in the real world. You must review and verify any AI output, measurement, or suggested price before relying on it, quoting it, billing it, or using it to make decisions. NorthReeve does not warrant the accuracy of AI outputs or measurements and is not liable for decisions you make based on them. You remain responsible for your own pricing, quotes, and service commitments to your End Customers.
15.1 Support. Standard support is included with each Subscription and is available on Business Days from 9:00 a.m. to 5:00 p.m. Eastern Time, through the support channels in the Documentation or your Order. An Order may add other support hours or services.
15.2 Availability target. We design, operate, and monitor each hosted Product to be Available at least 99.5 percent of the minutes in each calendar month, not counting Excluded Downtime. This is a service target, not a guarantee. "Available" means that Users can sign in to the Product and use its core functions: for ServiceAven, the office application; for GetLibre PBX, placing and receiving calls through the hosted platform. We measure availability with our monitoring. You may report unavailability to support, and on request we will tell you a Product's measured availability for a past calendar month.
15.3 Excluded Downtime. Excluded Downtime is time a Product is unavailable because of: (a) scheduled maintenance announced at least 48 hours in advance, up to 8 hours in a calendar month; (b) emergency maintenance to address an urgent security vulnerability; (c) Third-Party Services, Carrier Services, or internet failures outside our control; (d) your equipment, network, devices, configuration, or Users, or use contrary to the Documentation; (e) a suspension or restriction under Section 9; (f) an event under Section 21; (g) early-access features; or (h) custom software, unless its SOW includes this target.
15.4 No credits or refunds for downtime. Unavailability, including availability below the target in Section 15.2, does not entitle you to a refund, service credit, or fee reduction. We may choose to issue a goodwill credit in a particular case. Any such credit is at our discretion, applies only to future invoices for the same Subscription, has no cash value, and does not oblige us to issue credits in any other case.
15.5 Remedy for unavailability. Because Subscriptions renew month to month, if a Product's availability does not meet your needs you may stop renewal under Section 5.3. That is your exclusive remedy for a Product being unavailable, except where the unavailability results from our gross negligence or willful misconduct, or forms part of a Security Incident under the DPA.
15.6 Maintenance and updates. We schedule planned maintenance outside Eastern Time business hours where practical and give advance notice of significant planned maintenance. We may update the Services from time to time and announce notable changes ahead of time. Section 3.3 governs any material reduction in core functionality.
"Confidential Information" means non-public information that one party discloses to the other and that is marked confidential or should reasonably be understood as confidential, including non-public features of the Services, pricing in an Order, Customer Data, and business information. The receiving party will use Confidential Information only to perform under the Agreement, will protect it with at least reasonable care, and will disclose it only to its personnel, contractors, and advisors who need it and are bound by confidentiality duties at least as protective. Confidential Information does not include information that is or becomes public without breach, was already known to the receiving party, is independently developed, or is rightfully received from a third party without a confidentiality duty. A party may disclose Confidential Information where the law requires it, after giving reasonable notice where the law allows. The existence, substance, and outcome of any dispute, negotiation, claim, or arbitration between the parties is Confidential Information of both parties, and neither party will publicly disclose or discuss it without the other's prior written agreement, except as the law requires or to enforce an arbitral award. These duties last while the Agreement is in effect and for three years after it ends, and for trade secrets and Customer Data for as long as they remain confidential. Customer Data is also protected by the DPA.
17.1 Ours. As between the parties, NorthReeve and its licensors keep all right, title, and interest in the Services, the software, the Documentation, and all improvements to them, excluding Customer Data. This includes the names and logos NorthReeve, ServiceAven, GetLibre, and SiteBox. Except for the license in Section 3 and any license an SOW grants, no rights are granted to you.
17.2 Yours. You and your licensors keep all right, title, and interest in Customer Data, your branding and logos, and your content. You grant us a limited license to use your branding only to configure and operate the Services for you.
17.3 Nothing by implication. No intellectual property assignment, source code license, or escrow obligation arises by implication, by course of dealing, or from the delivery of any Deliverable. Any of them applies only if an Order or SOW expressly provides it.
17.4 Feedback. If you give us suggestions or feedback, we may use them to improve the Services without any obligation to you.
17.5 Misuse of our intellectual property. Using, copying, distributing, or reverse engineering the Services or our software outside the license in Section 3, or in breach of Section 3.4, is a material breach. The limits in Section 20 do not apply to liability for that misuse (see Section 20.3), and we may seek injunctive relief under Section 22.5.
18.1 Mutual. Each party confirms that it has the authority to enter into the Agreement and will comply with the laws that apply to it in performing the Agreement.
18.2 Our warranties. We warrant that: (a) each hosted Product will perform materially as described in its Documentation during the term of your Subscription; (b) we will perform Professional Services in a professional and workmanlike manner; and (c) we will not knowingly introduce malicious code into the Services. If we breach one of these warranties, notify us within 30 days after you discover the problem. We will correct the nonconformity, or re-perform the Professional Services. If we cannot do so within 30 days after your notice, either party may end the affected Subscription or SOW, and we will refund the prepaid fees for the unperformed part and, for nonconforming Professional Services, the fees paid for the nonconforming part. Except for our gross negligence or willful misconduct, this is your exclusive remedy for breach of these warranties. Service availability is covered by Section 15, not by this Section.
18.3 Disclaimer. Except for the express warranties in these Terms, an Order, or an SOW, the Services, all features (including telephony, messaging, payments, migration, backups, and AI and measurement features), Third-Party Services, and support are provided "as is" and "as available". To the fullest extent the law allows, NorthReeve disclaims all other warranties, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranty arising from course of dealing or usage of trade. NorthReeve does not warrant that the Services will be uninterrupted or error-free, that migrated data, measurements, or AI output will be accurate or complete, or that every defect will be corrected.
19.1 By NorthReeve. NorthReeve will defend you against a third-party claim alleging that the Services, as we provide them and used in accordance with the Agreement, infringe that third party's US intellectual property rights, and will pay the damages finally awarded or agreed in settlement. This does not apply to claims arising from Customer Data, your branding or content, Third-Party Services, your combination of the Services with other products, specifications or materials you required us to use, or your use in breach of the Agreement. If the Services are or may become subject to such a claim, we may obtain the right for you to continue using them, modify them so they no longer infringe, or end the affected part and refund the prepaid fees for its unperformed part. This Section states our entire obligation for infringement claims.
19.2 By Customer. You will defend, indemnify, and hold harmless NorthReeve and its owners, employees, and contractors against third-party claims, and the resulting damages, losses, fines, penalties, and reasonable legal fees, arising out of or relating to: (a) Customer Data and your content, branding, and communications; (b) your End Customers and your dealings with them; (c) your calling, texting, recording, and email activities and your compliance or non-compliance with the TCPA, FCC rules, CAN-SPAM, CTIA, 10DLC and TCR requirements, call-recording and monitoring laws, emergency-calling obligations, and related consent and opt-out obligations; (d) your use of the Services in breach of the Agreement or of any law or third-party right; and (e) your use of AI outputs or measurements without verifying them.
19.3 Procedure. The party seeking defense will give prompt written notice of the claim, let the defending party control the defense and settlement with counsel of its choice, and provide reasonable cooperation at the defending party's expense. The defending party will not settle a claim in a way that imposes liability or an admission on the other party without its consent, which will not be unreasonably withheld.
20.1 Indirect damages. Subject to Section 20.3, and to the fullest extent the law allows, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost or corrupted data, loss of goodwill, or business interruption, arising out of or relating to the Agreement, even if advised that they were possible and even if a limited remedy fails of its essential purpose.
20.2 Cap. Subject to Section 20.3, and to the fullest extent the law allows, each party's total aggregate liability arising out of or relating to the Agreement will not exceed the total fees paid and payable by you to NorthReeve under the Agreement in the 12 months immediately before the first event giving rise to the liability.
20.3 Exceptions. Sections 20.1 and 20.2 do not limit: (a) your obligation to pay fees and other amounts due under the Agreement; (b) your obligations under Section 19.2; (c) either party's liability for its fraud, gross negligence, or willful misconduct; (d) either party's liability for infringing or misappropriating the other party's intellectual property, including your use of the Services or our software outside the license in Section 3; or (e) liability that cannot be limited or excluded under applicable law.
20.4 Restoring data. If Customer Data in a hosted Product is lost or corrupted because of our act or omission, we will use commercially reasonable efforts to restore it from our most recent available backup, at our own cost.
20.5 Application. This Section applies to all claims and theories of liability, whether in contract, tort, or otherwise, and reflects an allocation of risk that is part of the basis of the bargain between the parties.
Neither party is liable for a delay or failure to perform, other than a payment obligation, caused by events beyond its reasonable control, such as natural disasters, severe weather, widespread power or internet failures, acts of government, labor disputes, war, terrorism, civil unrest, pandemics, and failures of Third-Party Services or suppliers that the affected party could not reasonably avoid. The affected party will notify the other, use reasonable efforts to resume performance, and resume it as soon as practicable. If an event prevents us from providing a Product for more than 30 consecutive days, either party may end the affected Subscription by written notice, and we will refund prepaid fees for the unperformed part of the period.
22.1 Governing law. The Agreement is governed by the laws of the Commonwealth of Massachusetts, USA, without regard to its conflict-of-laws rules. The UN Convention on Contracts for the International Sale of Goods does not apply.
22.2 Negotiation first. Before starting arbitration or any other proceeding, the parties will try in good faith to resolve a dispute by direct negotiation for at least 30 days after one party gives the other written notice describing the issue and the relief sought. Invoice disputes first follow Section 6.4.
22.3 Binding arbitration. Any dispute, claim, or controversy arising out of or relating to the Agreement or the Services that is not resolved under Section 22.2 will be finally resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Boston, Massachusetts. The arbitrator may award any relief a Massachusetts court could award to the individual parties. Judgment on the award may be entered in any court with jurisdiction. The arbitration, including its existence, filings, evidence, and award, is confidential under Section 16.
22.4 Individual basis; jury waiver. Disputes will be arbitrated only on an individual basis. Each party waives any right to bring or take part in a class, collective, consolidated, or representative action against the other, and waives any right to a jury trial.
22.5 Exceptions. Either party may (a) bring an individual claim within the limits of a small claims court, and (b) seek temporary or preliminary injunctive relief in the state or federal courts located in Massachusetts to protect its intellectual property or Confidential Information, without first completing Section 22.2. For those purposes, each party consents to the exclusive jurisdiction and venue of those courts.
23.1 Versions. We publish each version of these Terms with a version date and keep a frozen copy, with its SHA-256 fingerprint, in the legal archive. Archived copies never change.
23.2 Which version applies. An Order incorporates the version it names or, if it names none, the version in effect when it is signed. We may move an existing Order to a later version by written notice given at least 30 days before the start of the Billing Period in which the later version will apply, or, for an Order with a fixed term, not before that term renews. Fee changes follow Section 7 instead. If you do not agree to a later version, you may elect nonrenewal before it applies, and the earlier version continues to govern until then. A later version that is required by law, or that only adds to your rights, may apply when we give notice of it.
23.3 What a later version cannot change. A later version does not change fees, price commitments, or other terms expressly negotiated in a signed Order or SOW for the period the Order or SOW states. Those terms change only by a writing signed by both parties.
24.1 Assignment. You may not assign the Agreement without our prior written consent, except to a successor to all or substantially all of your business or assets that is not our competitor, on notice to us. We may assign the Agreement to an affiliate or in connection with a merger, acquisition, or sale of assets, on notice to you. The Agreement binds and benefits the parties' permitted successors and assigns.
24.2 Electronic signatures. Electronic acceptance, electronic signatures, and electronic records have the same legal effect as handwritten signatures and paper records, consistent with the federal E-SIGN Act and the Uniform Electronic Transactions Act. An Order may be signed in counterparts. You agree to receive the Agreement and notices electronically.
24.3 Notices. Notices under the Agreement must be in writing. Notices to NorthReeve go to the address stated in the Order or by email to sales@northreeve.com. Notices to you go to the contact stated in your Order, to your account administrator's email address, or through the Services. An email notice is effective when sent, unless the sender receives a delivery failure. Other notices are effective when received. Either party may change its notice address by notice.
24.4 Independent contractors. The parties are independent contractors. The Agreement creates no partnership, joint venture, agency, or employment relationship, except that we act as your administrator for the carrier accounts Section 13.1 describes.
24.5 No third-party beneficiaries. The Agreement benefits only the parties and creates no rights for your End Customers or anyone else.
24.6 Publicity. Neither party will use the other's name or marks in publicity without prior consent. Where you use a white-label Product, we will not identify you publicly as a customer unless you agree in writing.
24.7 Severability and waiver. If a provision is held unenforceable, it will be changed to the minimum extent needed to make it enforceable, or severed, and the rest of the Agreement remains in effect. A failure to enforce a provision is not a waiver.
24.8 Private commercial capacity; no government affiliation. The Services are offered by NorthReeve Software LLC acting solely in its private commercial capacity. Nothing in the Agreement, the Services, or any marketing material creates, and neither party will state or imply, any affiliation with, sponsorship by, or endorsement of either party or the Services by the United States government, the United States armed forces, or any government agency. Any government, military, or reserve service of an owner, employee, or contractor of either party is personal to that individual, is separate from that party's business, and creates no rights, obligations, or representations under the Agreement.
24.9 Export and sanctions. Each party will comply with US export control and economic sanctions laws. You confirm that you are not, and are not owned or controlled by or acting for, a person or entity subject to US sanctions or on a US government restricted-party list, and you will not use or allow use of the Services in an embargoed jurisdiction or for a purpose the law prohibits.
24.10 Interpretation. "Including" means "including without limitation". Headings are for convenience only. "Written" and "in writing" include email.
24.11 Survival. Provisions that by their nature should survive the end of the Agreement survive, including Sections 1, 5.6, 6 (for amounts owed), 8, 10.4, 11, 16, 17, 18.3, 19, 20, 22, and 24.
Each Product Schedule adds terms for one Product and, for that Product, controls over Part 1. Product names and branding may change. A Schedule continues to apply to the Product it describes whatever name the Product carries, and a renamed Product is not a new Product under the Agreement. Products that are not offered publicly, and custom software built for one client, receive their particular terms in that client's Order or SOW together with Schedule C.
A.1 The Product. ServiceAven, formerly called Glide by Blade, is a field-service platform for lawn care, lawn treatment, irrigation, pest control, landscaping, and similar companies. It has an office web application and an Android field application. ServiceAven is white-label, and Section 3.2 applies. Depending on your Order, features may include customer and property records, estimates, scheduling and route building, work orders, invoicing, statements, payments and accounting integrations, the field application, a business phone system and two-way texting, email, letters, and marketing tools, a customer portal and website chat, leads, measurement from aerial or satellite imagery, AI-assisted features, team chat, standard reports, and data migration.
A.2 Fees. ServiceAven is billed as a monthly platform base fee plus a progressive monthly fee for each Billable Active Client, at the rates in your Order or, if the Order refers to it, the price list published at serviceaven.com/pricing. "Progressive" means that each rate applies only to the Billable Active Clients within its tier, and clients in lower tiers keep their lower-tier rate when you reach a higher tier. The base fee is billed in advance. Active-client fees are billed in arrears based on the count recorded for the Billing Period and may appear on the next period's invoice.
A.3 Billable Active Clients.
A.4 What the fees include. Unless your Order states otherwise, the fees include the platform, ordinary onboarding, standard training, standard support, unlimited User accounts, and ordinary use of the included email, mapping, AI, and API features and the integrated phone system software. Section 6.8 applies to materially exceptional usage. Carrier Services, payment processing, accounting subscriptions, domains, and a prior vendor's export fees are billed by those vendors (Section 6.7).
A.5 Phone and texting features. ServiceAven's phone and texting features run on GetLibre PBX software. Section 13 and Sections B.3 to B.7 of Schedule B apply to them. The GetLibre PBX fees in Section B.2 do not apply unless your Order lists them.
A.6 Android field application. The field application runs on supported Android devices listed in the Documentation. You supply the devices and their data plans. Supported functions, such as work orders, notes, and photos, can operate offline where the Documentation says so; work done offline is stored on the device until it synchronizes, and may be lost if the device is lost, reset, or damaged before then. You are responsible for securing devices, for example with screen locks, and for removing access from lost devices. Where you turn on GPS or live location for your crews, you are responsible for telling your employees and obtaining any consent the law requires.
A.7 Migration from RealGreen and other systems. Section 11.7 applies. In addition, for a migration from RealGreen or another prior system: (a) you will obtain a lawful and complete export that is reasonably available from that system, and pay any fees the prior vendor charges for it; (b) within ordinary onboarding, we map and import compatible customer, property, service-history, and billing information; (c) we do not reproduce the prior system's proprietary database schema or recreate data that is not in the export; (d) payment card numbers cannot be migrated, so your End Customers may need to re-enter cards through a secure link; (e) the parties will validate representative records, balances, and account statuses before cutover; and (f) we will identify material gaps, additional conversion work, and third-party fees before cutover, and additional conversion work is charged only if you approve it in writing. Keep your prior system available until you have verified the migrated data. RealGreen is a trademark of its owner; NorthReeve is not affiliated with or endorsed by it.
A.8 External services. The external services ServiceAven uses, and what each receives, are listed in the Privacy Policy.
B.1 The Product. GetLibre PBX is a hosted business phone system. Depending on your Order, it may include extensions, call flows and menus, ring groups and queues, voicemail, call recording and transcripts, business texting, a browser phone, desk phone setup, video meetings, emergency features, the GetLibre Portal for your administrators and Users, and the GetLibre API. Its phone features are also built into ServiceAven (Schedule A).
B.2 Fees. GetLibre PBX fees, such as per-extension fees, add-ons, and minimums, are stated in your Order. Carrier Services are not included and are billed by your carrier.
B.3 Your carrier account. Section 13.1 applies in full. Your telephone numbers, minutes, texting, and 911 service are provided by a third-party carrier under an account in your company's name, and the carrier bills you directly. You authorize us to configure and manage that account and its trunking as your administrator. The account and your numbers stay yours: when your Subscription ends, we will remove our administrator access or hand it over to you, as you choose, and will not block a transfer of your numbers.
B.4 911 and emergency calling.
B.5 Recording and monitoring. Section 13.4 applies. Several states, including California, Florida, Maryland, Massachusetts, Pennsylvania, and Washington, require the consent of every party before a call is recorded. Recording, listen-in, whisper, silent intercom, and similar features stay off until you turn them on, and you are responsible for the announcements, consents, and written staff policies they require.
B.6 Texting and outbound calling. Sections 13.2 and 13.3 apply. Texting from a number is turned on only after your brand and campaign are registered and approved as US carriers require. Outbound campaign features dial a contact only when an agent is available, and you are responsible for the do-not-call lists, calling-hour rules, and consents that apply to your campaigns.
B.7 Number porting. Moving numbers to your carrier account requires your signed authorization and accurate account details from your current provider. Porting dates are set by the carriers involved, and we are not responsible for delays or rejections by them (Section 12.3). Keep your existing phone service active until we confirm that the port is complete. You may port your numbers away at any time, subject to your carrier's terms and any amounts you owe the carrier.
B.8 SiteBox and other hardware. SiteBox on-site hardware, desk phones, and other devices are provided only when an Order includes them, and the Order states their price, ownership, warranty, and return terms. Unless it says otherwise, title and risk of loss pass to you on delivery, and the software on a SiteBox is licensed, not sold, under Section 3 and may be updated remotely. You will provide suitable power, network, and a secure location, and will not tamper with the software. We are not responsible for devices we did not supply.
B.9 API. Use of the GetLibre API is part of the Services and is subject to the Agreement and the developer documentation. Keep API keys confidential; you are responsible for activity under them. We may set rate limits and will give advance notice before removing an API version, as the developer documentation describes.
C.1 Statements of Work. We perform custom software development and other Professional Services for any customer under an SOW. Each SOW describes the work, the Deliverables, assumptions, your responsibilities, the schedule, the fees, and any acceptance criteria and hosting arrangements.
C.2 Fees. Each SOW is either time and materials or fixed fee. Time and materials work is billed monthly in arrears at the rates in the SOW, with a summary of time; an estimate is not a cap unless the SOW calls it a not-to-exceed amount. Fixed-fee work is billed on the milestones in the SOW. Expenses are charged only if you approve them in advance.
C.3 Change orders. A change to the scope, schedule, or fees of an SOW requires a written change order accepted by both parties; email is enough. We are not required to perform work outside an SOW without one.
C.4 Your cooperation. You will provide timely access, information, decisions, and test data. If a delay on your side affects the work, the schedule and, where the delay causes additional work, the fees will be adjusted by change order.
C.5 Acceptance. Where an SOW has acceptance criteria, you will have 10 Business Days after delivery of a Deliverable to test it against them and notify us in writing of any material nonconformity. We will correct the nonconformities you report and redeliver, and a new test period applies to the corrected items. A Deliverable is accepted when you confirm acceptance, when the test period ends without a notice of nonconformity, or when you use it in production for your business.
C.6 Ownership. NorthReeve keeps all rights in its pre-existing materials and in its general tools, libraries, frameworks, templates, and know-how, including improvements to them made during the work ("NorthReeve Materials"). Ownership of Deliverables is as stated in the SOW. If the SOW says nothing about ownership: (a) NorthReeve owns the Deliverables; (b) once you have paid for them in full, you receive a non-exclusive, non-transferable license to use them, and the NorthReeve Materials built into them, for your internal business operations; and (c) that license is permanent for Deliverables delivered to you in a form you can run without our hosted services, and lasts as long as the hosting arrangement in the SOW for Deliverables that run on our hosted services. No source code, intellectual property assignment, or escrow is provided unless the SOW expressly says so (Section 17.3). Unless the SOW says otherwise, Deliverables are for your internal business use and not for resale or redistribution.
C.7 Warranty. Section 18.2(b) applies to Professional Services. Notice of a nonconformity must be given within 30 days after delivery of the affected Deliverable or performance of the affected service.
C.8 Hosting and support. We host, maintain, or support custom software only if the SOW says so. When we host it, Part 1 applies to it as a hosted service, except that Sections 15.2 to 15.5 apply only if the SOW includes them.
C.9 Ending an SOW. An SOW ends as it states. If it says nothing, either party may end it by 30 days' written notice. You will pay for work performed and non-cancellable expenses incurred through the end date, and for fixed-fee work, the part of the fee that corresponds to the work completed. We will deliver completed and in-progress Deliverables for which you have paid.
This Part governs the use of the websites NorthReeve operates, including www.northreeve.com, serviceaven.com, and the other websites that link to these Terms (the "Sites"), by anyone, whether or not a customer. In this Part, "you" means the person using the Sites and, where you act for a business, that business. The Sites are informational and let you request a walkthrough or a quote; they are not the Services. If you are a customer, Parts 1 and 2 govern your use of the Services, and this Part covers only your use of the Sites.
The Sites are intended for business use by adults. By submitting a form, you confirm that you are at least 18 years old and are authorized to make the inquiry for the business you name. NorthReeve offers the Sites and its products solely in its private commercial capacity, and Section 24.8 applies to the Sites.
When you submit a form on the Sites, you confirm that the information you provide is accurate, and you agree that we may contact you by phone, text message, or email about your inquiry using the contact details you provide. Message and data rates may apply to text messages. You can opt out of text messages by replying STOP and out of email by using the unsubscribe link. Consenting to be contacted is not a condition of any purchase. A group or referral code you enter may be used to credit a NorthReeve representative. Referral and group codes have no cash value and cannot be combined unless we say so, and any related discount applies only if it is stated in a signed Order. We may decline any inquiry.
Prices, calculators, and examples on the Sites, including base fees, per-client and per-extension rates, add-ons, and onboarding information, are offered in good faith as a guide and may change at any time. Third-party providers charge their own fees for their own services. Nothing on the Sites is a binding offer. Your actual prices and terms are set only in a signed Order.
The Sites and their content, including text, graphics, layout, and the names and logos NorthReeve, ServiceAven, GetLibre, and SiteBox, belong to NorthReeve or its licensors and are protected by intellectual property laws. You may view the Sites to evaluate our products and services. You may not copy, republish, frame, or use our marks or content without our prior written permission. You will not misuse the Sites: you will not try to gain unauthorized access to them or their servers, submit false or fraudulent form entries, upload malicious code, scrape or harvest data at scale, probe or test their vulnerability without authorization, interfere with their operation, or use them in breach of any law.
The Sites and our follow-up use third-party providers, such as a cloud hosting provider, an email delivery provider, and a web analytics provider. The Sites may link to other websites. Those services and websites are governed by their own terms and privacy practices, and we are not responsible for them.
Our handling of information collected through the Sites is described in our Privacy Policy.
The Sites are provided "as is" and "as available", without warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Sites will be uninterrupted, error-free, or secure, or that their information is complete or current. To the fullest extent the law allows, NorthReeve and its owners, employees, and providers will not be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits or data, arising out of or relating to your use of the Sites, and our total liability relating to the Sites will not exceed one hundred US dollars (USD 100). This Section concerns the Sites only. You will indemnify and hold NorthReeve harmless from claims, damages, and expenses, including reasonable legal fees, arising out of your misuse of the Sites, your breach of this Part, or your violation of any law or third-party right in using the Sites.
This Part is governed by the laws of the Commonwealth of Massachusetts, USA, without regard to its conflict-of-laws rules, and any dispute about the Sites will be brought only in the state or federal courts located in Massachusetts, whose personal jurisdiction you accept. If you are a customer, Section 22 governs disputes about the Services instead. Your electronic actions on the Sites have the same legal effect as a signature, consistent with the federal E-SIGN Act and applicable state law. We may update this Part by publishing a new version of these Terms; the version posted when you use the Sites applies to that use.
Questions about these Terms, notices, and nonrenewal notices: sales@northreeve.com, or the address stated in your Order.
NorthReeve Software LLC. Version 2026-10-15, effective October 15, 2026.