KeyComps – Terms and Conditions of Use

Last Updated: 12/01/2025 (December 1, 2025)

These Terms apply solely to the use of KeyComps, a module within the Keyway platform. They do not govern any other Keyway websites, applications, dashboards, products, data tools, or services, all of which remain subject to the general Keyway Terms and Conditions currently posted on https://www.keyway.ai/ .

If there is any conflict between these Terms and the general Keyway Terms and Conditions posted on our website, these Terms will govern your use of KeyComps.

These Terms and Conditions of Use (“Terms”) govern your (“you,” “your,” or “Customer”) access to and use of KeyComps, a web-based platform and artificial intelligence powered software provided on or in connection with the service and platform (“KeyComps” or “Services”) operated by Keyway Real Estate, Inc. (“Keyway,” “we,” “us” or “our”).

The introduction below describes the product and typical use cases for informational purposes only. It is provided for context and shall not create any warranty, commitment, or binding obligation beyond what is expressly stated in these Terms. 

By accessing or using the Services, by clicking a button or checking a box marked “I Agree” (or something similar), or by signing an order form with Keyway (an “Order Form”) specific to you or your organization, you signify that you have read, understood, and agree to be bound by these Terms, and the Order Form (if applicable) which is hereby incorporated by reference (collectively, the “Agreement”), whether or not you are a registered user of our Services. If you access KeyComps under a separate, signed Order Form or agreement with Keyway, that document controls to the extent of any conflict with these Terms. For all other Keyway services not defined as ‘KeyComps,’ the general Keyway Terms and Conditions continue to apply.

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1. Introduction (Product Overview and Core Use)
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The Services (KeyComps) include a web-based platform that provides business users with access to multifamily real estate market insights, such as rent trends, concessions, exposure, and other performance indicators at property and market levels. Depending on your plan and current functionality, you may use features such as interactive dashboards, filters, reports, and analytics to analyze comparable property sets based on selected assets and its markets. For purposes of these Terms, the ‘Services’ refer only to KeyComps, the real-estate analytics module made available within the Keyway platform.

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Users may (depending on the user’s chosen plan):

a. Create comparable sets (“Comp Sets”) starting from a subject property, either:

i. (i) Automatically, using KeyComps’ AI similarity engine, or

ii. (ii) Manually, via interactive map/table selection.

b. Generate reports visualizing subject-vs-comparable performance, including:

i. Market overview (rents, concessions, exposure, lease activity),

ii. Rent insights,

iii. Amenity benchmarking (amenities vs. market),

iv. Tenant review aggregation and sentiment analysis, with AI-driven recommendations for the subject property.

c. View and download information by exportable reports (Excel/CSV).

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2. Access and Restrictions
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2.1 License. Keyway grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use KeyComps for your personal or internal business purposes during your subscription or trial, as permitted by these Terms. Users may log in, view/search/analyze data, generate and download reports/dashboards, and manage their own Comp Sets within their authorized plan.
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2.2 Data sources. The Services may include or display data obtained from various sources, including public information, licensed data providers, or Keyway’s own analytics. Keyway does not guarantee the completeness, accuracy, or timeliness of any data made available through the Services, and all use of such data is at your own discretion and risk.
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2.3 Access requirements. Access requires a corporate email domain. Public email providers (e.g., Gmail, Outlook, Yahoo) are not accepted.
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2.4 Competitor Access. Real-estate data aggregation, rent-survey, market-survey, market-analysis, revenue-management, or similar data/analytics providers (and their employees, contractors, or agents) may not register for, access, or use the Services (including trials, by scraping, bots, or otherwise) without our prior written consent.
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2.5 Prohibited actions. Except to the extent a restriction is prohibited by Applicable Law, you will not do, and will not assist, permit, or enable any third party to do, any of the following:
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1. disassemble, reverse engineer, decode, or decompile any part of the Services;
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2. use any robot, spider, scraper, off-line reader, data mining tool, data gathering, bot or extraction tool, or any other automated means to access the Service in a manner that sends more request messages to the servers running the Service than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that Keyway grants the operators of public search engines revocable permission to use spiders to copy publicly available materials from the Services for the sole purpose of, and solely to the extent necessary for, creating publicly available searchable indices of, but not caches or archives of, such materials, and only as specified in the applicable robots.txt file);
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3. use any content available on or via the Services (including any caption information, keywords, or other metadata) for any machine learning and/or artificial intelligence training or development purposes, or for any technologies designed or intended for the identification of natural persons;
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4. buy, sell or transfer API keys without our prior written consent in each case;
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5. copy, rent, lease, sell, loan, transfer, assign, license or purport to sublicense, resell, distribute, modify, alter, or create derivative works of any part of the Services or any of our intellectual property (as defined below), including, without limitation by any automated or non-automated “scraping”;
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6. use the Services in any manner that impacts (i) the stability of the servers running the Service, (ii) the operation or performance of the Services or any user’s use of the Services, or (iii) the behavior of other applications that use the Services;
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7. take any action that imposes, or may impose (as determined by us, in our sole discretion), an unreasonable or disproportionately large load on our infrastructure;
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8. use the Services in any manner or for any purpose that (i) violates, or promotes the violation of, any Applicable Law, contractual obligation, or right of any person, including, but not limited to, intellectual property rights (as defined below), privacy rights, and/or rights of personality, (ii) is fraudulent, false, deceptive, or defamatory, (iii) promotes hatred, violence, or harm against any individual or group, or (iv) otherwise may be harmful or objectionable (in our sole discretion) to us or to our providers, our suppliers, users, or any other third party;
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9. use or display the Services in competition with us, to develop competing products or services, for benchmarking or competitive analysis of the Services, or otherwise to our detriment or disadvantage;
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10. access any content available on or via the Services through any technology or means other than those provided by the Services or authorized by us;
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11. bypass the measures we may use to prevent or restrict access to the Services, including, without limitation, features that prevent or restrict use or copying of any content or that enforce limitations on use of the Services or any portion thereof;
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12. attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from, the servers running the Services;
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13. use the Services to transmit spam, chain letters, or other unsolicited email;
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14. use the Services for any commercial solicitation purposes;
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15. transmit invalid data, viruses, worms, or other software agents through the Services;
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16. impersonate another person or entity, misrepresent your affiliation with a person or entity, hide or attempt to hide your identity, or otherwise use the Services for any invasive or fraudulent purpose;
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17. collect or harvest any personal information, including users’ names, from the Services; or
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18. identify or refer to us or to the Services in a manner that could reasonably imply a relationship that involves endorsement, affiliation, or sponsorship between you (or a third party) and us without our prior express written consent.
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2.6 Keyway reserves the right to monitor use for compliance and security purposes and may suspend or restrict access without notice if misuse is suspected.
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2.7 API Access. Any API access (if expressly granted in an Order Form) is subject to Keyway’s then-current technical limits, authentication, call caps, and rate-limiting. You will not cache, bulk-download, or permanently store content beyond what is necessary for transient display and internal processing, nor use the API to replicate the Service or create a competing dataset. Keyway may modify, suspend, or revoke API credentials at any time to maintain platform integrity, security, or compliance.

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3. Who May Use KeyComps
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This is a contract between you and Keyway. You must read and agree to these Terms before using the Services. If you do not agree, you may not use the Services. You may use the Services only if you can form a legally binding contract with us, and only in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations (“Applicable Law”). Without limiting the generality of the foregoing, any access to, or use of, the Services by anyone who is a minor (which is under the age of 18 in most jurisdictions) in any applicable jurisdiction is strictly prohibited and in violation of these Terms.

Access requires a corporate email domain; we may deny or revoke access at our discretion (e.g., suspected competitor access, scraping, or abuse).

4. Account Registration & Security
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Your account on the Services (your “User Account”) gives you access to certain services and functionalities that we may, in our sole discretion, establish and maintain as part of the Services from time to time. You acknowledge that, notwithstanding anything to the contrary herein, you do not own your user Account, nor do you possess any rights to data stored by or on behalf of Keyway on the servers running the Service. We may maintain different types of User Accounts for different types of users. You are responsible for the accuracy of your registration details, for maintaining the confidentiality of credentials, and for all activity under your account. Account sharing is not permitted. Notify HELLO@WHYKEYWAY.COM immediately of any unauthorized use or security incident. When creating your User Account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible for the activity that occurs on your User Account, you will keep your User Account password(s) and/or any other authentication credentials secure, and you will not share your password(s) and/or any other authentication credentials with anyone else. We encourage you to use “strong” passwords (passwords that use a combination of upper- and lower-case letters, numbers, and symbols) to protect your User Account. We will not be liable for, and expressly disclaim liability for, any losses caused by any unauthorized use of your User Account and/or any changes to your User Account. You will notify us immediately of any breach of security or unauthorized use of your User Account.

5. Payment Terms
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5.1 Free Trial

1. Length. Seven (7) consecutive days beginning on the date you activate your account. API access is expressly excluded from all free trials. Unless canceled before the trial ends, your plan will automatically convert to a paid monthly/annual (as designated in your User Account) subscription.
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2. Eligibility. One free trial per account. Multiple individuals from the same company may each open their own account and receive a free trial, provided each trial is tied to a distinct user and email. Keyway may deny, limit, or revoke trial access at its discretion to prevent abuse (e.g., mass account creation). Each free trial is tied to an individual account. Creating multiple accounts to obtain additional trial periods is not permitted. Keyway may require identity or corporate-domain verification to confirm eligibility and prevent fraud or repeated trial access.
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3. Scope. Trial access is provided “as-is,” may be rate-limited, and does not include API access, third-party integrations, or enterprise features. Support, uptime, and data-accuracy commitments do not apply during trial. Trial accounts are for evaluation purposes only and do not include integrations, or any feature reserved for paid or enterprise customers.
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4. Payment method (required). A valid payment method is required to start a trial; we may pre-authorize a small amount.
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5. Auto-convert. Unless you cancel before the trial ends, your trial converts to a paid, monthly/annual (as designated in your User Account) subscription and your payment method will be charged the then-current applicable fee. If you wish to avoid charges to your provided payment method, you must cancel your free trial by 11:59 PM Eastern Time on the last day of your free trial period.  If you cancel your free trial while it is ongoing, your access to the applicable portion of the Services may be terminated immediately upon such cancellation.

5.2 Paid Subscription (Monthly/Annually).

1. Single-User License. The paid version of the Services is a single-user subscription licensed to one natural person tied to a corporate domain email and a valid payment method. It may include expanded functionality such as increased limits, dashboards, and exports. Account sharing is not permitted.
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2. Recurring Billing: Subscriptions renew monthly or annually (as designated in your User Account) until canceled at the amount designated in your User Account. YOU UNDERSTAND THAT UNLESS AND UNTIL YOU NOTIFY US OF YOUR INTENT TO CANCEL, YOUR SUBSCRIPTION AND THE CORRESPONDING SUBSCRIPTION FEE WILL AUTOMATICALLY RENEW, AND YOU AUTHORIZE EACH OF KEYWAY AND ITS THIRD PARTY PAYMENT PROCESSOR (WITHOUT NOTICE TO YOU, UNLESS REQUIRED BY APPLICABLE LAW) TO CHARGE YOU THE APPLICABLE SUBSCRIPTION FEE AND ANY APPLICABLE TAXES, USING ANY OF YOUR PROVIDED PAYMENT METHODS.
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3. Payment Processing: All payments are processed securely by independent, PCI-DSS-compliant third-party payment providers. Keyway does not collect or store full payment card or bank account details. Payment processors are independent contractors and not Keyway’s agents. Keyway is not liable for any payment processing errors, unauthorized charges, or disputes between you and any payment processor. You agree that we are not responsible for any errors, security incidents, or acts or omissions of any third-party payment processor. WE DISCLAIM ANY AND ALL LIABILITY WITH RESPECT TO, AND YOU UNDERSTAND AND ACKNOWLEDGE THAT WE ARE NOT RESPONSIBLE FOR: (I) ANY SECURITY OR PRIVACY BREACHES RELATED TO YOUR CREDIT CARD OR OTHER PAYMENT METHOD, (II) ANY FEES THAT MAY BE CHARGED TO YOU BY YOUR BANK IN CONNECTION WITH THE COLLECTION OF FEES, AND/OR (III) ANY UNAUTHORIZED USE OF YOUR CREDIT CARD, DEBIT CARD, OR OTHER PAYMENT METHOD BY A THIRD PARTY.  
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4. Cancellation: You may cancel at any time effective at the end of the current billing period via in-product cancellation (if available) or by emailing HELLO@WHYKEYWAY.COM 
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5. No Refunds: YOU UNDERSTAND AND ACKNOWLEDGE THAT, UNLESS REQUIRED BY APPLICABLE LAW, YOU WILL NOT BE ENTITLED TO RECEIVE ANY REFUND OR CREDIT FOR ANY SUCH CANCELLATION, SUSPENSION, OR TERMINATION, NOR FOR ANY UNUSED TIME ON YOUR SUBSCRIPTION, ANY PRE-PAYMENTS MADE IN CONNECTION WITH YOUR SUBSCRIPTION, ANY USAGE OR SUBSCRIPTION FEES FOR ANY PORTION OF THE SERVICE, ANY CONTENT OR DATA ASSOCIATED WITH YOUR USER ACCOUNT, OR ANYTHING ELSE, AND THAT ANY SUCH REFUNDS OR CREDITS MAY BE GRANTED AT OUR SOLE OPTION AND IN OUR SOLE DISCRETION. 
    
6. Price Changes: We may change pricing with advance notice (e.g., email or in-app). New prices apply on your next renewal term.

5.3 Automatic-Renewal Disclosures (U.S. ARL-style). We present auto-renew terms clearly and conspicuously at sign-up, obtain your affirmative consent, send an acknowledgement (email) describing the terms and cancellation methods, and offer easy cancellation (in-app where available or by email to HELLO@WHYKEYWAY.COM). YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE END OF EACH SUBSCRIPTION TERM IDENTIFIED IN YOUR SUBSCRIPTION ORDER FOR SUBSEQUENT TERMS EQUAL IN LENGTH TO THAT INITIAL SUBSCRIPTION TERM (EACH SUCH PERIOD, A “SUBSCRIPTION TERM”) UNLESS AND UNTIL YOU CANCEL THE APPLICABLE SUBSCRIPTION IN ACCORDANCE WITH THE CANCELLATION PROCEDURES IDENTIFIED IN SECTION 5.2.
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5.4 API & Enterprise Features. API integrations, enterprise features, and any custom terms may be available only under a separate signed Order Form.

5.5 Enterprise. If you have a signed Order Form, that agreement may grant broader or different rights. API integrations, enterprise features, and volume-based pricing may be available only under a separate written agreement or enterprise plan. Keyway does not guarantee that any particular feature, dataset, or output will remain available or operate without interruption or error. All use of the Services is at your own discretion and risk.

6. Enterprise Orders and Hierarchy
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If you access KeyComps under a signed Order Form or other written agreement with Keyway, that agreement will control to the extent of any conflict with these Terms. In the event of any inconsistency between these Terms and an Order Form, the Order Form prevails. These Terms apply only to the extent they do not conflict with a signed Order Form. Enterprise agreements may include different or additional features, pricing, service commitments, or usage rights. Unless expressly stated in an Order Form, no commitments, representations, or obligations in these Terms shall expand Keyway’s obligations under the Order Form. The interface, features, data access, or usage rights available to Enterprise users may differ from those available to standard paid or trial accounts.

7. Data & Content; Sources; Your Inputs
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1. 7.1 User Representations. You represent and warrant that: (a) you have full power and authority to enter into these Terms and, if applicable, to bind your organization; (b) your use will comply with all applicable laws; (c) you will not input into the Services any sensitive or regulated data (for example, personal health or financial information, government identifiers, or payment-card data) unless expressly permitted in writing by Keyway; and (d) you have obtained, and are solely responsible for obtaining, all consents required by Applicable Law to provide User Content relating to third parties.
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2. 7.2 Data Sources. KeyComps may include or display information derived from public records, third-party providers, or Keyway’s own analytics. We make no representation or warranty as to completeness or accuracy, and use of such data is at your sole risk.
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3. 7.3 Your Inputs / Customer Data. If you upload or input any data into the Services (“User Content”), you hereby grant Keyway an irrevocable, perpetual, transferable, sublicensable (through multiple tiers), fully paid, royalty-free, and worldwide right and license to use, copy, store, modify, distribute, reproduce, publish, list information regarding, make derivative works of, host, process, analyze, and display such data to operate, maintain, improve, and develop the Services. You represent that you have all rights and permissions to provide such User Content. Do not upload confidential or proprietary data you are not authorized to share. You acknowledge that any data and User Content you upload or input into the Services is done at your own discretion and risk. While Keyway implements reasonable administrative and technical safeguards, we do not guarantee that unauthorized access will never occur. You are solely responsible for maintaining backup copies of your data. 
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4. 7.4 Reports. Exports and reports are licensed for your internal business use only unless otherwise agreed in writing.
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5. 7.5 Output. Subject to your compliance with these Terms, you may use your output of the Service (“Output”) in accordance with these Terms for any lawful purpose (except as described below), on a royalty-free basis, provided that you acknowledge and agree: (i) that your use of the Service and the Output does not transfer to you ownership of any intellectual property rights in the Services and that (ii) we may, by notice to you at any time, limit your use of the Output or require you to cease using them (and delete any copies of them) if we form the view, in our sole and absolute discretion, that your use of the Output may infringe the rights of any third party. You shall not represent that Output was human-generated or use the Output to train your own machine learning models. DUE TO THE NATURE OF MACHINE LEARNING, THE OUTPUT MAY NOT BE UNIQUE ACROSS USERS AND THE SERVICE MAY GENERATE THE SAME OR SIMILAR OUTPUT FOR OTHER USERS. USE OF THE SERVICE MAY RESULT IN INCORRECT OUTPUT THAT DOES NOT ACCURATELY REFLECT REALITY. YOU MUST EVALUATE THE ACCURACY OF ANY OUTPUT AS APPROPRIATE FOR YOUR USE CASE, INCLUDING BY USING HUMAN REVIEW OF THE OUTPUT. YOU UNDERSTAND AND AGREE THAT THE OUTPUT MAY CONTAIN “HALLUCINATIONS” AND MAY BE INACCURATE, OBJECTIONABLE, INAPPROPRIATE, OR OTHERWISE UNSUITED TO YOUR PURPOSE, AND YOU AGREE THAT WE SHALL NOT BE LIABLE FOR ANY DAMAGES YOU OR ANY THIRD PARTY ALLEGES TO INCUR AS A RESULT OF OR RELATING TO ANY OUTPUT OR OTHER CONTENT GENERATED BY OR ACCESSED ON OR THROUGH THE SERVICE. 
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6. 7.6 Usage Data.  We may collect, or you may provide to us, diagnostic, technical, usage, and/or related information, including information about your computers, mobile devices, systems, and software (collectively, “Usage Data”).  All Usage Data is and will be owned solely and exclusively by us, and, to the extent any ownership rights in or to the Usage Data vest in you, you hereby assign to us all rights (including intellectual property rights), title, and interest in and to same.  Accordingly, we may use, maintain, and/or process the Usage Data or any portion thereof for any lawful purpose, including, without limitation:  (a) to provide and maintain the Services; (b) to improve our products and services (including the Services), and to develop new products, services, and/or features; (c) to monitor your usage of the Services; (d) for research and analytics, including, without limitation, data analysis, identifying usage trends, and/or customer research; and (e) to share analytics and other derived Usage Data with third parties, solely in de-identified or aggregated form.  The Services may contain technological measures designed to prevent unauthorized or illegal use of the Services; you understand and acknowledge that we may use these and other lawful measures to verify your compliance with these Terms and to enforce our rights, including intellectual property rights, in and to the Services.
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7. 7.7 Third-Party Integrations or Services. If you connect any integration or third-party service, their terms and privacy policies apply solely to their services. We are not responsible for third-party acts, data, outages, or changes. The Services may reference, interoperate with, or link to third-party sites, data feeds, or services. Keyway is not responsible for third-party content, availability, security, acts, or omissions. Your use of third-party services is governed solely by their terms and privacy policies. IF YOU USE A THIRD-PARTY SERVICE IN CONNECTION WITH THE SERVICE, YOU ARE SUBJECT TO AND AGREE TO, AND MUST COMPLY WITH, THE THIRD PARTY’S TERMS AND CONDITIONS MADE AVAILABLE VIA, OR AGREED IN CONNECTION WITH, ITS SERVICES. WE DO NOT ENDORSE OR ASSUME ANY RESPONSIBILITY FOR ANY THIRD-PARTY SERVICES. IF YOU ACCESS A THIRD-PARTY SERVICE FROM THE SERVICE OR SHARE YOUR USER CONTENT OR OUTPUT ON OR THROUGH ANY THIRD-PARTY SERVICE, YOU DO SO AT YOUR OWN RISK, AND YOU UNDERSTAND THAT THESE TERMS AND OUR PRIVACY NOTICE DO NOT APPLY TO YOUR USE OF ANY THIRD-PARTY SERVICE. YOU EXPRESSLY RELIEVE US FROM ANY AND ALL LIABILITY ARISING FROM YOUR ACCESS TO AND/OR USE OF ANY THIRD-PARTY SERVICE. ADDITIONALLY, YOUR DEALINGS WITH, OR PARTICIPATION IN PROMOTIONS OF, ADVERTISERS FOUND ON THE SERVICE, INCLUDING AS RELATES TO PAYMENT AND DELIVERY OF GOODS, AND ANY OTHER TERMS (SUCH AS WARRANTIES) ARE SOLELY BETWEEN YOU AND SUCH ADVERTISERS. YOU UNDERSTAND AND ACKNOWLEDGE THAT WE WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE OF ANY SORT RELATING TO YOUR DEALINGS WITH SUCH ADVERTISERS.

8. Confidential Information
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1. 8.1 Confidentiality. “Confidential Information” means any non-public information disclosed by us (“Discloser”) to you (“Recipient”) that is marked or otherwise reasonably understood as confidential, including business plans, pricing, security documents, product roadmaps, non-public data schemas, and system information. Recipient will: (a) use the Discloser’s Confidential Information only to perform under these Terms; (b) not disclose it to any third party except Recipient’s employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations at least as protective; and (c) protect it using commercially reasonable measures. Exclusions: information that is or becomes public without fault of Recipient; already known to Recipient without duty of confidentiality; independently developed; or rightfully received from a third party without duty of confidentiality. Recipient may disclose as required by law with prompt notice (where lawful) and reasonable cooperation to seek protective treatment. Each party remains responsible for its representatives’ compliance. Notwithstanding anything to the contrary, Keyway may collect, use, and disclose information derived from User Content or use of the Services in aggregated or de-identified form that does not identify you or any individual, to improve the Services and create aggregated market insights. Such aggregated or de-identified information will not be considered Confidential Information.
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2. 8.2 Government & Legal Requests. We may disclose information if we believe in good faith that it is required by law, subpoena, or court order, or reasonably necessary to protect the rights, property, or safety of Keyway, our users, or the public. We review requests for a valid legal basis and disclose only what is reasonably necessary.

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9. Intellectual Property; Feedback
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1. 9.1 Ownership. Keyway and its licensors own all rights in KeyComps, including software, models, UI, analytics, documentation, and Output. No rights are granted except as expressly stated. 
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3. 9.2 Feedback.  To the extent you provide us any suggestions, recommendations, or other feedback relating to the Services or to any other Keyway products or services (collectively, “Feedback”), you hereby assign to us all rights (including intellectual property rights), title, and interest in and to the Feedback.  Accordingly, we are free to use the Feedback and any ideas, know-how, concepts, techniques, and/or other intellectual property contained in the Feedback, without providing any attribution or compensation to you or to any third party, for any purpose whatsoever, although we are not required to use any Feedback.  Feedback is deemed our Confidential Information (as defined below).  You acknowledge that, by acceptance of your submission of Feedback, we do not waive any rights to use similar or related ideas previously known to us, or developed by our employees, or obtained from sources other than you.

10. Intellectual Property; Feedback
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We may improve, update, suspend, discontinue or modify the Services at any time (e.g., features, UI, data sources). Beta or experimental features are provided “as-is” and may be withdrawn at any time. No uptime or support commitments apply unless expressly set in an Order Form. 

Enterprise accounts may include different features, configurations, or support teams than standard or trial accounts, and Keyway may modify, add, or remove enterprise features in accordance with the applicable Order Form.

Keyway has no obligation to provide any future features, functionality, or improvements.

11. Privacy
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Your use of the Services is subject to the Keyway Privacy Policy posted on our website and incorporated by reference. The Services are intended for U.S. business users and governed by U.S. law. 

You are solely responsible for ensuring your use of the Services and any exported data complies with applicable privacy, data protection, and marketing laws.

12. Disclaimers
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KEYCOMPS, THE SERVICES, DATA, INSIGHTS, AND REPORTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” KEYWAY DISCLAIMS ALL WARRANTIES (EXPRESS, IMPLIED, OR STATUTORY), INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, AND QUIET ENJOYMENT. 

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM KEYWAY OR THROUGH THE SERVICES CREATES ANY WARRANTY NOT EXPRESSLY STATED HEREIN. 

ANALYTICS AND OUTPUTS ARE FOR INFORMATIONAL PURPOSES ONLY; YOU ARE SOLELY RESPONSIBLE FOR ANY DECISIONS MADE IN RELIANCE THEREON.

13. No Professional Services.
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The content provided through or in connection with the service is designed to provide practical and useful information on the subject matter(s) covered. While such content may concern issues related to professional services, such content is not professional services advice. You should not act or refrain from acting on the basis of any content that is included on the site(s) and/or the apps(s) or that is otherwise obtained in connection with the service without seeking the advice of a professional who is licensed and/or qualified in the applicable subject matter(s). We expressly disclaim all liability in respect of actions taken or not taken based on any content obtained in connection with the service.

14. Limitation of Liability
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TO THE MAXIMUM EXTENT PERMITTED BY LAW, KEYWAY WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES; LOST PROFITS; LOSS OF DATA; BUSINESS INTERRUPTION; OR SUBSTITUTE SERVICES.  

KEYWAY’S TOTAL LIABILITY FOR ALL CLAIMS WILL NOT EXCEED THE AMOUNT YOU PAID TO KEYWAY FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY OR USD $100, WHICHEVER IS GREATER.

Some jurisdictions do not allow certain limits; in those cases, the limits apply to the fullest extent permitted.

These limitations apply even if Keyway has been advised of the possibility of such damages and even if any remedy fails of its essential purpose.

15. Indemnity by You
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You will defend, indemnify, and hold harmless Keyway and its affiliates, officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: 

(a) your misuse of the Services or reports provided by us; 

(b) your User Content, data or other uploads; 

(c) your violation of these Terms or any law; or 

(d) any dispute between you and a third party. 
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At our discretion, we may assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate fully at your own expense.

16. Suspension; Termination
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Keyway may immediately suspend or restrict all or part of the Services (including API credentials) if Keyway suspects misuse, scraping, security events, fraud, non-payment, legal risk, third-party complaints, or actions that may harm the Services, other customers, data sources, or Keyway’s reputation or any violation of these Terms. Keyway may terminate for any material breach upon notice and may also terminate for convenience upon reasonable notice for free-trial accounts. Keyway may disable access to trials or paid accounts associated with prior misuse, abuse, or breach.

You may stop using the Services at any time. Upon termination of these Terms or your access to the Services, your license ends and all rights immediately cease. In the event of such termination, you shall not have the right to receive any refund of any pre-paid fees. We have no obligation to retain, provide, or return any data following termination, except as required by law. Accordingly, Please export any permitted reports before termination. Except where prohibited by law, Keyway may delete or overwrite Customer-uploaded data in the ordinary course after account closure. Keyway has no obligation to retain data following termination unless otherwise required by law or expressly agreed in an Order Form.

17. Changes to These Terms
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We may update these Terms at any time without liability to you. For material changes, we will update the ‘Last Updated’ date and may, at our discretion, provide notice (e.g., by email or in-product). Your continued use after changes become effective constitutes acceptance.

18. Dispute Resolution (Litigation in New York Courts)
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1. 18.1 Informal Resolution. If a dispute or claim arises out of or relates to these Terms or the Services, please first contact HELLO@WHYKEYWAY.COM so we can try to resolve it informally.
   
   18.2 Governing Law; Exclusive Venue; Jurisdiction. These Terms and any dispute or claim arising out of or relating to them or the Services are governed by the laws of the State of New York, without regard to its conflict-of-law rules. You and Keyway consent to the exclusive jurisdiction and venue of the state and federal courts located in New York County, New York, and waive any objection to venue or forum (including on grounds of forum non conveniens).
   
   18.3 Arbitration Agreement
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   1. General.  READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.  This Arbitration Agreement applies to and governs any dispute, controversy, or claim between you and us that arises out of or relates to, directly or indirectly:  (i) these Terms, including the formation, existence, breach, termination, enforcement, interpretation, validity, and enforceability thereof; (ii) access to or use of the Service, including receipt of any advertising or marketing communications; (iii) any transactions through, by, or using the Service; or (iv) any other aspect of your relationship or transactions with us, directly or indirectly, as a user or consumer (each, a “Claim,” and, collectively, “Claims”).  This Arbitration Agreement will apply, without limitation, to all Claims that arose or were asserted before or after your consent to these Terms.
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   2. Opting Out of Arbitration Agreement.  If you are a new User, you can reject and opt out of this Arbitration Agreement within thirty (30) days of accepting these Terms by emailing us at HELLO@WHYKEYWAY.COM with your full, legal name and stating your intent to opt out of this Arbitration Agreement.  Opting out of this Arbitration Agreement does not affect the binding nature of any other part of these Terms, including the provisions regarding controlling law or the courts in which any disputes must be brought.
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   3. Dispute-Resolution Process.  For any Claim, you will first contact us at HELLO@WHYKEYWAY.COM and attempt to resolve the Claim with us informally.  In the unlikely event that we have not been able to resolve a Claim after sixty (60) days, we each agree to resolve such Claim exclusively through binding arbitration by JAMS before a single arbitrator (the “Arbitrator”), under the Optional Expedited Arbitration Procedures then in effect for JAMS (the “Rules”), except as provided herein.  JAMS may be contacted at www.jamsadr.com, where the Rules are available.  In the event of any conflict between the Rules and this Arbitration Agreement, this Arbitration Agreement will control.  The arbitration will be conducted in the U.S. county where you live (if applicable) or New York, New York, unless you and Keyway agree otherwise.  If you are using the Service for commercial purposes, each party will be responsible for paying any JAMS filing and administrative fees and Arbitrator fees in accordance with the Rules, and the award rendered by the Arbitrator will include costs of arbitration, reasonable attorneys’ fees, and reasonable costs for expert and other witnesses.  If you are an individual using the Service for non-commercial purposes:  (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the Arbitrator may include your costs of arbitration, your reasonable attorneys’ fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this would not absolve you of your commitment to engage in the informal dispute resolution process.  Any judgment on the award rendered by the Arbitrator may be entered in any court of competent jurisdiction.  You and we agree that the Arbitrator, and not any federal, state, or local court or agency, will have exclusive authority to resolve any disputes relating to the scope, interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable.  The Arbitrator will also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms are, or whether any provision of these Terms is, unconscionable or illusory, and any defense to arbitration, including waiver, delay, laches, unconscionability, and/or estoppel.
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   4. Equitable Relief.  NOTHING IN THIS ARBITRATION AGREEMENT WILL BE DEEMED AS:  PREVENTING US FROM SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF FROM THE COURTS AS NECESSARY TO PREVENT THE ACTUAL OR THREATENED INFRINGEMENT, MISAPPROPRIATION, OR VIOLATION OF OUR DATA SECURITY, CONFIDENTIAL INFORMATION, OR INTELLECTUAL PROPERTY RIGHTS; OR PREVENTING YOU FROM ASSERTING CLAIMS IN A SMALL CLAIMS COURT, PROVIDED THAT YOUR CLAIMS QUALIFY AND SO LONG AS THE MATTER REMAINS IN SUCH COURT AND ADVANCES ON ONLY AN INDIVIDUAL (NON-CLASS, NON-COLLECTIVE, AND NON-REPRESENTATIVE) BASIS.
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   5. Severability.  If this Arbitration Agreement is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, will be severed.  Severance of the void, unenforceable, or unlawful provision, in whole or in part, will have no impact on the remaining provisions of this Arbitration Agreement, which will remain in force, or on the parties’ ability to compel arbitration of any remaining Claims on an individual basis pursuant to this Arbitration Agreement.  Notwithstanding the foregoing, if the Class Action/Jury Trial Waiver below is found to be void, unenforceable, or unlawful, in whole or in part, because it would prevent you from seeking public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from arbitration and may be litigated in a civil court of competent jurisdiction.  All other claims for relief subject to arbitration under this Arbitration Agreement will be arbitrated under its terms, and the parties agree that litigation of any dispute regarding the entitlement to public injunctive relief will be stayed pending the outcome of any individual claims in arbitration.
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   18.4 Arbitration Agreement. Class-Action Waiver. BY ENTERING INTO THESE TERMS, YOU AND KEYWAY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO BRING, JOIN, OR PARTICIPATE IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND AS A PLAINTIFF OR CLASS MEMBER. THE FOREGOING APPLIES TO ALL USERS (BOTH NATURAL PERSONS AND ENTITIES), REGARDLESS OF WHETHER YOU HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL, OR OTHER PURPOSES. THIS CLASS ACTION/JURY TRIAL WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S OR ENTITY’S CLAIMS. YOU AND [COMPANY] AGREE THAT THE ARBITRATOR MAY AWARD RELIEF ONLY TO AN INDIVIDUAL CLAIMANT AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF ON YOUR INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED MAY NOT AFFECT OTHER USERS.
   

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19. Compliance; Export; Anti-Corruption
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You understand and acknowledge that the Services may be subject to export control laws and regulations. You will comply with all applicable import and export and re-export control and trade and economic sanctions laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”), and the International Traffic in Arms Regulations maintained by the U.S. State Department. You represent and warrant that you are not, and that no person to whom you make the Services available or that is acting on your behalf, or, that no person or entity owning 50% or more of your equity securities or other equivalent voting interests, is (a) listed on the List of Specially Designated Nationals and Blocked Persons or on any other list of sanctioned, prohibited, or restricted parties administered by OFAC or by any other governmental entity, or (b) located in, a national or resident of, or a segment of the government of, any country or territory for which the United States maintains trade or economic sanctions or embargoes or that has been designated by the U.S. Government as a “terrorist supporting” region.

20. Miscellaneous
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1. 20.1 Assignment. You may not assign these Terms without our consent; we may assign these terms without restriction.
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2. 20.2 Force Majeure. We are not liable for delays or failures due to events beyond our reasonable control, including natural disasters; acts of government; labor disputes; utility, telecommunications, internet, hosting, or cloud-provider failures; distributed-denial-of-service or other attacks; third-party platform changes; or acts or omissions of third parties.
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3. 20.3 Severability; Waiver. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect. No waiver of any term of these Terms will be deemed a further or continuing waiver of such term or of any other term, and our failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision.
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4. 20.4 Notices. We may notify you via the Services, email, or your account contact. Legal notices to Keyway: HELLO@WHYKEYWAY.COM and Keyway Real Estate, Inc., 2 Eastern 28th Street #210, New York, NY 10011
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5. 20.5 Entire Agreement; Order of Precedence. These Terms constitute the entire agreement between you and Keyway solely with respect to KeyComps. They do not replace or supersede Keyway’s general Terms and Conditions, which continue to apply to all other Keyway websites, applications, and services not defined as ‘KeyComps.’ In the event of a conflict between these KeyComps Terms and the general Keyway T&Cs, these Terms apply only for the KeyComps module. Any statements or comments made between you and any of our employees or representatives are expressly excluded from these Terms and will not apply to you or us, or to your access to or use of the Services.  For enterprise customers, in the event of a conflict between these Terms and an Order Form, Order Forms prevail over these Terms in case of conflict. There are no third-party beneficiaries to the Agreement.
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   20.6 Survival. Any section of these Terms that, by its terms or its nature, should survive the termination or expiration of the Agreement shall so survive, including but not limited to Sections 5, 7.3, 7.6, 8, 9, and 11 through 20.
   
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