Terms of Service

1. Agreement to these Terms

By creating an account, selecting the agreement checkbox, purchasing a subscription, accepting an invitation, accessing, or using the websites, application, features, content, support, or other services made available by Knockwell, you agree to these Terms and acknowledge the Privacy Policy. If you do not agree, do not access or use the service.

“Customer” means the business or other legal entity that purchases, creates, or controls a Knockwell workspace. “User” means an individual authorized to use that workspace. “Customer Data” means information, files, photos, records, and other content submitted to or processed through the service by or for Customer. “Service” means the Knockwell websites, web application, software, APIs, features, support, and related services.

If you use Knockwell for a company or other entity, you represent that you have authority to bind that entity. In that case, “you” and “your” refer to both you and that entity. If you lack authority, you may not accept these Terms or use the Service for that entity.

2. Eligibility and business use

You must be at least 18 years old and legally capable of entering a binding contract. The Service is offered for business and professional use, not personal, family, or household use. You may use the Service only in compliance with these Terms and all applicable laws.

You may not use the Service if you are barred from receiving services under United States law or the law of another applicable jurisdiction, or if you are located in a country or region subject to comprehensive United States sanctions unless authorized by law.

3. The Knockwell Service

Knockwell provides tools for outside sales planning and customer relationship management. Features may include account prioritization, daily planning, mileage limits, route assistance, maps, account research, calls and visits, activity capture, voice transcription, AI assisted drafts, contact and task management, account timelines, team administration, leaderboards, reports, subscription management, and related functions.

The Service is a workflow and information tool. It is not a guaranteed source of leads, appointments, orders, revenue, route efficiency, account accuracy, legal compliance, or sales performance. We may add, modify, improve, limit, or discontinue features. We will use commercially reasonable efforts to avoid a material reduction in core paid functionality during a current subscription term, but no specific feature is guaranteed unless stated in a signed order form.

4. Accounts, administrators, and users

Customer must provide accurate registration and billing information and keep it current. Each User must have an individual account and keep credentials confidential. Accounts may not be shared. Customer is responsible for all activity under its workspace and for acts and omissions of its Users.

Customer controls its workspace, invitations, roles, and access. An owner or administrator may add, remove, suspend, and manage Users and may access, export, correct, or delete Customer Data as permitted by the Service. Customer must promptly remove access for anyone who is no longer authorized and notify Knockwell of suspected unauthorized access.

If a Customer uses an employer controlled email domain or workspace, the Customer may assume control over the account and Customer Data associated with that workspace. Users should use the Service only for authorized business purposes and should not expect personal privacy from their organization's administrators.

5. Customer responsibilities

Customer is responsible for:

• its business operations, sales practices, products, licenses, representatives, territories, communications, and relationships with contacts and accounts;
• the legality, accuracy, quality, integrity, and appropriateness of Customer Data;
• providing legally required notices and obtaining legally required consents from Users, employees, contractors, contacts, prospects, and other individuals;
• configuring access and roles, maintaining secure devices and credentials, and supervising Users;
• reviewing AI drafts, route suggestions, account information, imported data, and reports before relying on or saving them;
• maintaining independent copies of records Customer is legally required to retain; and
• complying with all laws that apply to Customer's use of the Service.

6. Calls, texts, email, recording, and marketing laws

Knockwell may help Users record that a call, text, email, visit, or other activity occurred, and may provide links that open a device dialer, email application, map, website, or third party communication service. Unless we expressly state otherwise, Knockwell does not place calls or send texts or email on Customer's behalf.

Customer is solely responsible for determining whether and how it may contact a person. Customer and Users must comply with the Telephone Consumer Protection Act, CAN-SPAM Act, state telemarketing and privacy laws, do not call rules, consent requirements, quiet hour restrictions, opt out requests, carrier rules, and all other applicable communication laws.

Customer must obtain all consent required before recording, transcribing, monitoring, or storing any conversation, voice, image, location, or communication. The availability of a feature does not mean its use is lawful in every jurisdiction or circumstance.

7. Regulated industries

Knockwell is a general business software provider. It does not sell, distribute, broker, transport, advertise, or take title to cannabis, tobacco, vapor products, alcohol, pharmaceuticals, medical devices, financial products, or any other regulated goods or services. It does not provide legal, regulatory, tax, medical, safety, or licensing advice.

Customers in a regulated industry are solely responsible for licensing, territory rules, product restrictions, age restrictions, advertising limits, sample and promotional rules, transportation requirements, recordkeeping, privacy, and all other industry obligations. Customer may not use the Service to violate federal, state, local, tribal, or other applicable law. Knockwell may suspend activity that reasonably appears to create legal, safety, or platform risk.

The Service is not designed to store protected health information and is not offered as compliant with the Health Insurance Portability and Accountability Act unless Knockwell signs a separate written agreement that expressly says otherwise.

8. Acceptable use

You may not, and may not help another person to:

• use the Service unlawfully, fraudulently, deceptively, abusively, or in a way that violates another person's rights;
• upload malware, harmful code, unlawful content, or content you do not have the right to use;
• harass, threaten, discriminate, stalk, surveil unlawfully, or send spam or unauthorized communications;
• collect or place highly sensitive personal information in the Service except as expressly authorized in writing;
• probe, scan, test, circumvent, disable, or interfere with authentication, authorization, security, rate limits, organization separation, or service operation;
• access another customer's workspace or data without authorization;
• reverse engineer, decompile, copy, frame, mirror, scrape, or create derivative works from the Service except to the limited extent a restriction is prohibited by law;
• resell, sublicense, rent, lease, provide time sharing access to, or use the Service to build a competing product without written permission;
• use automated means to access the Service in a manner not expressly supported by published interfaces;
• misrepresent identity, affiliation, authority, outcomes, activity, or sales performance; or
• remove proprietary notices or use Knockwell marks without permission.

We may investigate suspected violations and preserve or disclose information as permitted by law. We may remove content, restrict features, or suspend access when reasonably necessary to protect the Service, customers, third parties, or Knockwell.

9. Customer Data

As between the parties, Customer retains its rights in Customer Data. Customer grants Knockwell and its service providers a nonexclusive, worldwide, limited license to host, copy, transmit, display, modify, and process Customer Data only as reasonably necessary to provide, secure, support, and improve the Service, comply with Customer's instructions, and meet legal obligations.

Customer represents that it has all rights, notices, permissions, and lawful bases needed for Knockwell to process Customer Data as described in these Terms and the Privacy Policy. Customer must not submit content that infringes intellectual property, privacy, publicity, confidentiality, contractual, or other rights.

We may create and use aggregated or deidentified information that does not reasonably identify Customer or an individual to operate, analyze, secure, and improve the Service and our business. We will not attempt to reidentify information that we maintain as deidentified except to test our deidentification methods as permitted by law.

10. Privacy and data protection

The Privacy Policy describes how Knockwell handles personal information. For Customer Data, Customer generally acts as the business or controller and Knockwell acts as Customer's service provider or processor. Knockwell will process Customer Data to provide the Service, follow Customer's documented instructions, protect the Service, and comply with law.

Customer must respond to requests from its contacts, prospects, employees, and other individuals concerning Customer Data. Knockwell will provide reasonable assistance when required by law and consistent with the Service. Additional data protection terms may be required before Customer submits personal data subject to laws outside the United States.

11. Confidentiality

Each party may receive nonpublic information that is identified as confidential or that a reasonable person would understand to be confidential. Confidential Information does not include information that the recipient can document was lawfully known without restriction, becomes public through no fault of the recipient, is received lawfully from a third party without duty, or is independently developed without use of the other party's Confidential Information.

The recipient will use Confidential Information only to perform or exercise rights under the agreement, protect it with reasonable care, and disclose it only to personnel, contractors, providers, and advisers who need to know it and are bound by confidentiality obligations. A recipient may disclose information if legally required after providing notice when legally permitted and reasonable assistance at the disclosing party's expense.

12. AI assisted features

AI assisted features may convert a transcript or note into an editable activity draft, suggest fields or follow ups, summarize information, or assist with account preparation. AI output is probabilistic and may be inaccurate, incomplete, misleading, biased, outdated, or unsuitable. Output may not be unique.

Customer and each User must review output and underlying facts before saving, sending, acting on, or relying on it. AI output is not legal, financial, medical, regulatory, safety, or other professional advice. Knockwell does not make consequential decisions for Customer. Customer remains responsible for every saved record, communication, route, decision, and action.

Do not submit information to an AI feature that Customer is not authorized to disclose to Knockwell and the relevant provider. We may limit or suspend an AI feature due to provider availability, law, safety, cost, or technical constraints.

13. Maps, routes, account research, and driving safety

Routes, mileage, drive times, business hours, phone numbers, reviews, menus, public profiles, account details, and other third party information are estimates or references. They may be inaccurate, incomplete, unavailable, or outdated. Knockwell does not verify or guarantee third party information unless a feature expressly states the scope and date of verification.

The Service is not an emergency, dispatch, transportation, or vehicle safety system. Users must obey traffic laws, posted signs, access restrictions, and road conditions. Do not interact with the Service while driving. A User must safely stop the vehicle before viewing, entering, recording, or editing information. Customer assumes all risk arising from routes, travel, premises, visits, and field activity.

14. Third party services and content

The Service may depend on or link to third party services such as Stripe, Supabase, Google, browser speech services, CARTO, hosting providers, business directories, social networks, maps, websites, and email applications. Third party services are governed by their own terms and privacy policies. Knockwell does not control and is not responsible for their availability, security, accuracy, content, or acts.

Customer authorizes Knockwell to exchange information with a third party service when Customer enables or uses the related feature. A change, suspension, or termination by a third party may affect the Service without creating liability for Knockwell.

15. Subscription, licensed seats, and price

Paid access is sold as a monthly subscription based on licensed seats unless a written order form states otherwise. The standard self service price at the effective date is $40 per licensed seat per month, plus applicable taxes. The quantity selected at checkout is the licensed seat commitment for the subscription.

Customer may not allow more active Users than the purchased quantity. If Customer increases the quantity, Stripe may charge a prorated amount for the remainder of the current billing period. A decrease generally takes effect at the next renewal and does not create a refund or credit for the current period.

We may change pricing by providing at least 30 days notice. A price change will apply no earlier than the next renewal after the notice period unless Customer agrees otherwise. Promotional, pilot, negotiated, or legacy prices may have separate terms and may expire.

16. Billing authorization, renewal, and taxes

Customer authorizes Knockwell and Stripe to charge the payment method on file for subscription fees, seat adjustments, applicable taxes, and other amounts Customer authorizes. Subscriptions automatically renew each month until canceled.

Customer must maintain a valid payment method and accurate billing information. If payment fails, we may retry the charge, request another payment method, limit features, suspend access, or terminate the subscription. Customer remains responsible for accrued charges and reasonable collection costs.

Prices exclude sales, use, excise, value added, and similar taxes unless stated otherwise. Customer is responsible for taxes associated with its purchase other than taxes based on Knockwell's net income. If Customer claims an exemption, it must provide valid documentation before billing.

17. Cancellation, refunds, and termination

Customer may cancel through the Stripe customer portal or another method we provide. “Cancel anytime” means Customer may request cancellation at any time without a long term contract. Cancellation normally takes effect at the end of the current paid billing period. Customer retains access through that date unless the account is suspended or terminated for cause.

Payments are nonrefundable and there are no prorated refunds or credits for partial periods, unused seats, inactivity, or Customer's decision to stop using the Service, except where required by law or expressly agreed in writing. Cancel before renewal to avoid the next charge.

Customer may terminate these Terms by canceling all subscriptions and ceasing use. Knockwell may suspend or terminate access immediately for unlawful use, a security threat, fraud, abuse, nonpayment, material breach, or conduct that risks harm to the Service or another person. When practical, we will provide notice and an opportunity to cure a remediable breach.

After termination, Customer's right to use the Service ends. Customer should export needed data before the end of access. We may delete Customer Data after a reasonable period, subject to backups, legal obligations, dispute preservation, and the Privacy Policy. Sections that by their nature should survive will survive, including payment obligations, ownership, confidentiality, disclaimers, liability limits, indemnification, disputes, and general terms.

18. Availability, support, and beta features

We aim to provide a useful and reliable Service, but do not promise uninterrupted or error free operation or a specific service level unless a signed order form expressly provides one. Maintenance, provider outages, internet conditions, security events, force majeure events, or technical failures may cause interruption or data delay.

Support is provided through the channels and during the hours we make available. Response and resolution times are targets, not guarantees. Features identified as beta, preview, pilot, experimental, early access, or similar are provided for evaluation, may be changed or discontinued at any time, and may be less reliable.

19. Knockwell ownership

Knockwell and its licensors own the Service, software, design, workflows, documentation, branding, and all related intellectual property, excluding Customer Data. Subject to these Terms and payment of fees, Knockwell grants Customer a limited, nonexclusive, nontransferable, nonsublicensable, revocable right during the subscription term for authorized Users to access and use the Service for Customer's internal business operations.

No rights are granted by implication. “Knockwell,” the Knockwell logo, and related names and marks are trademarks of Momentum 24 LLC or its licensors. Customer may not use them without prior written permission.

20. Feedback

If you provide ideas, suggestions, requests, or feedback, you grant Knockwell a perpetual, irrevocable, worldwide, transferable, sublicensable, royalty free license to use and incorporate it without restriction or compensation. Feedback does not include Customer Data or Customer Confidential Information merely because it is submitted through support.

21. Copyright and intellectual property complaints

If you believe content available through Knockwell infringes your intellectual property rights, email mo@knockwell.com with identification of the work, the allegedly infringing material, your contact information, a good faith statement, and evidence of authority. We may remove content or restrict repeat infringers where appropriate.

24. Indemnification

To the maximum extent permitted by law, Customer will defend, indemnify, and hold harmless Knockwell, Momentum 24 LLC, and their members, managers, officers, employees, contractors, licensors, providers, and agents from and against third party claims, investigations, proceedings, losses, liabilities, damages, judgments, settlements, penalties, fines, costs, and reasonable attorneys' fees arising out of or related to:

• Customer Data, Customer's products or services, or Customer's business operations;
• Customer's or a User's use or misuse of the Service;
• calls, texts, email, recordings, marketing, routes, travel, premises visits, samples, orders, or other field activity;
• violation of law, regulation, license, third party terms, privacy, intellectual property, or another person's rights; or
• breach of these Terms or Customer's representations.

Knockwell will provide reasonable notice of an indemnified claim. Customer may control the defense with qualified counsel, but may not settle a claim in a way that admits fault by, imposes obligations on, or fails to fully release an indemnified party without written consent. Knockwell may participate with counsel at its own expense. Customer's obligations are reduced to the extent a final judgment determines the claim resulted from Knockwell's willful misconduct.

26. Governing law

These Terms and any dispute are governed by the Federal Arbitration Act and the laws of the State of Florida, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

27. Changes to the Service or Terms

We may update these Terms to reflect changes in the Service, law, security, providers, pricing, or business practices. We will post the updated Terms and change the “Last updated” date. If a change materially reduces Customer's rights or increases Customer's obligations, we will provide reasonable additional notice, such as email or an in service notice, before it takes effect where required.

Changes apply prospectively. Continued use after the effective date constitutes acceptance. If Customer does not agree to a material change, Customer must stop using the Service and cancel before the change takes effect. A price change is governed by Section 15.

28. Electronic communications and notices

You consent to receive agreements, disclosures, invoices, receipts, security notices, support messages, and other communications electronically, including by email, in service notice, or website posting. Electronic communications satisfy legal writing requirements to the extent permitted by law.

Notices to Customer may be sent to the workspace owner or billing email and are effective when sent. Customer must keep those addresses current. Formal legal notices to Knockwell must be sent to mo@knockwell.com with the subject “Legal notice” and are effective upon confirmed receipt.

29. Force majeure

Knockwell is not liable for delay or failure caused by events beyond its reasonable control, including natural disaster, severe weather, fire, flood, epidemic, labor dispute, war, terrorism, civil unrest, government action, utility or internet failure, cyberattack, provider outage, supply constraint, or failure of third party infrastructure.

30. General contract terms

• Assignment. Customer may not assign these Terms or an account without Knockwell's prior written consent. Knockwell may assign them in connection with an affiliate, financing, reorganization, merger, acquisition, or sale of assets.
• Independent contractors. The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, employment, fiduciary, or agency relationship.
• No third party beneficiaries. These Terms do not give rights to anyone other than the parties and the indemnified parties identified in Section 24.
• Waiver. A failure to enforce a provision is not a waiver. A waiver must be in writing and signed by the waiving party.
• Severability. If a provision is unenforceable, it will be modified to the minimum extent necessary to make it enforceable or severed, and the remaining provisions remain in effect. If the class waiver in Section 25 is unenforceable for a claim, that claim must proceed in court and not arbitration.
• Order of precedence. A signed order form or negotiated agreement controls over conflicting Terms only if it expressly identifies the provision it replaces. These Terms control over inconsistent website copy or informal communications.
• Entire agreement. These Terms, the Privacy Policy, applicable order forms, and any signed addenda are the entire agreement about the Service and replace prior or contemporaneous discussions on that subject.
• Headings and interpretation. Headings are for convenience. “Including” means “including without limitation.” Electronic and paper copies are equally admissible.

31. Contact

Use “Legal notice” in the subject line for formal notices. Support questions may be sent through the contact method provided in the Service.