TERMS OF SERVICE

Grimshaw TC Services

Last Updated: December 4, 2025

1. ACCEPTANCE OF TERMS

By accessing or using this website ("Site") or any services provided by Grimshaw TC Services, LLC ("Company," "we," "our," "us"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our Site or Services.

2. SERVICES PROVIDED

We offer professional transaction coordination services for real estate agents and brokers ("Services"). Our Services include administrative support for real estate transactions as described on our Site. All Services are subject to change, modification, or discontinuation upon written notice to you.

Services Offered:

  • Listing Coordination: $250.00

  • Contract-to-Close Coordination (C2C): $400.00

  • Full Service Coordination (Listing + C2C): $550.00

Add-On Services:

  • Rush File Setup: $50.00

  • Intermediary Coordination: $75.00

  • Post-Closing Archive: $25.00

All pricing and service descriptions are available on our Services webpage and are subject to change with notice.

3. ELIGIBILITY

You must be at least 18 years old and legally able to enter into binding contracts to use our Services.

4. MEMBERSHIP PLANS

4.1 Membership Tiers

We offer three membership tiers with the following benefits:

Silver Membership: $750/month or $8,100/year (10% savings)

  • Up to 5 transactions per month

  • Up to 2 cancellations per month

  • Total of 7 contracts per month

  • Guided onboarding session

  • Team of TCs

  • Standard business hours

  • 8-hour/next-day response time

  • 24-48 hour document turnaround (guaranteed for members)

  • 10% discount on excess transactions and add-on services

  • Priority scheduling over non-members

Gold Membership: $1,300/month or $13,000/year (15% savings)

  • Up to 10 transactions per month

  • Up to 4 cancellations per month

  • Total of 14 contracts per month

  • Full onboarding session

  • Dedicated TC team

  • Standard business hours + After-hours Mon–Fri, 5–8 p.m.

  • 4-hour response time

  • 24-48 hour document turnaround (guaranteed for members)

  • 15% discount on excess transactions and add-on services

  • Priority scheduling and faster team turnaround

Diamond Membership: $2,000/month or $19,000/year (21% savings)

  • Up to 15 transactions per month

  • Up to 6 cancellations per month

  • Total of 21 contracts per month

  • Personalized onboarding experience

  • Personal Senior TC assigned

  • Standard business hours + After-hours Mon–Sun, 5–8 p.m.

  • 2-hour maximum response time

  • Same-day document preparation when feasible (included at no cost)

  • 20% discount on excess transactions and add-on services

  • Priority scheduling, same-day prep, and priority handling

4.2 Transaction Counting

All transaction types (Listing Coordination, Contract-to-Close Coordination, Full Service Coordination) count equally toward your monthly transaction limit regardless of service type or complexity.

4.3 Unused Transactions

Unused transactions and cancellations do not roll over to subsequent months and have no cash value.

4.4 Excess Transactions

If you exceed your monthly transaction limit, excess transactions will be charged at the standard service rates listed in Section 2, less your applicable membership discount percentage.

5. BILLING, PAYMENTS & FEES

5.1 Billing Cycle

  • Monthly memberships are billed on a recurring monthly basis on the anniversary date of your initial signup

  • Annual memberships are billed once per year on the anniversary date of your initial signup

  • All fees are due in advance of service delivery

  • Payments are processed automatically using the payment method you provide

5.2 Auto-Renewal

All memberships automatically renew at the end of each billing period unless cancelled according to the terms in Section 6.

  • Monthly memberships renew automatically each month on your anniversary date

  • Annual memberships renew automatically each year on your anniversary date

  • Annual members will receive email notification 15 days prior to their renewal date

5.3 Payment Responsibility

You are responsible for:

  • Maintaining valid and current payment information

  • Ensuring sufficient funds are available for automatic payments

  • Updating payment information if your payment method changes or expires

5.4 Failed Payments

If a payment fails:

  • We will attempt to process payment one (1) additional time

  • If the retry fails, your membership will be suspended

  • No work will be performed on transactions until payment is successfully processed

  • You will receive email notification of payment failure

  • Your membership will be reactivated once payment is received

5.5 NO REFUNDS

ALL MEMBERSHIP FEES ARE NON-REFUNDABLE. There are no refunds or credits for:

  • Partial months or years

  • Unused transactions or cancellations

  • Early cancellation of membership

  • Dissatisfaction with Services

  • Failure to use Services

This no-refund policy exists because members can utilize their full monthly transaction allotment at any time during the billing period.

5.6 No Pro-Rating

We do not offer pro-rated refunds or credits for any reason, including mid-cycle cancellations, suspensions, or terminations.

5.7 Price Changes

We reserve the right to change membership pricing and service fees at any time. Current members will receive at least 30 days' written notice via email before any price increase takes effect. Continued use of Services after the notice period constitutes acceptance of the new pricing.

5.8 Non-Member Pricing

Non-members may use our Services at the standard rates listed in Section 2. Non-members do not receive membership discounts, priority scheduling, guaranteed turnaround times, or extended hours access.

5.9 Non-Member Onboarding Fee

Non-members are charged a $50.00 onboarding fee for their first transaction. This fee is in addition to the transaction service fee.

6. MEMBERSHIP CHANGES & CANCELLATION

6.1 Cancellation by Member

To cancel your membership, you must send written notice via email to admin@grimshawtcservices.com at least 10 calendar days before your next renewal date.

  • Cancellations take effect at the end of the current billing period

  • No refunds will be issued for the remaining term

  • Upon receipt of cancellation notice, no new transactions will be accepted for the remainder of the billing period

  • Active transactions in progress will be completed as part of your current membership period

  • If an active transaction cancels during your final billing period, you will not be charged for that cancelled transaction

6.2 Termination of Relationship

If you wish to immediately terminate your relationship with Grimshaw TC Services and discontinue all active transactions:

  • Send written notice via email to admin@grimshawtcservices.com

  • All non-proprietary files related to your active transactions will be delivered to you within 3 business days

  • No refund will be issued for unused membership time or transactions

  • You remain responsible for payment of the current billing period

6.3 Upgrading Membership

You may upgrade your membership tier at any time by:

  • Contacting admin@grimshawtcservices.com

  • Paying the prorated difference between your current membership and the desired membership tier

  • Your upgrade takes effect immediately upon payment processing

  • Your billing anniversary date remains unchanged

  • Your next billing will be at the new membership rate

6.4 Downgrading Membership

You may not downgrade your membership mid-cycle. To request a downgrade:

  • Send written notice via email to admin@grimshawtcservices.com at least 10 calendar days before your renewal date

  • The downgrade will take effect at the start of your next billing period

  • No refunds or credits will be issued for the difference in membership rates

7. ONBOARDING REQUIREMENTS

7.1 Member Onboarding

All new members must complete our initial onboarding session before Services will be provided. Member onboarding is included in your membership fee and must be scheduled promptly after payment is received.

7.2 Transaction Onboarding Session (TOS)

For each transaction, a Transaction Onboarding Session (TOS) is mandatory and must be completed before any work will be performed. During the TOS, our team will obtain all relevant data and information necessary to begin coordinating your transaction.

7.3 Turnaround Time Calculation

For members, the guaranteed 24-48 hour turnaround time begins after the Transaction Onboarding Session (TOS) is completed. For non-members, turnaround times are best efforts only.

8. USER RESPONSIBILITIES

By using our Services, you agree to:

  • Provide accurate, complete, and truthful information

  • Respond promptly to requests for information and documentation

  • Complete Transaction Onboarding Sessions (TOS) in a timely manner

  • Provide necessary documentation within requested timeframes

  • Comply with all applicable laws, regulations, and brokerage policies

  • Maintain professional and respectful communication with our staff

  • Not misuse our Site or Services, including attempts to interfere with systems, data, or operations

  • Review all documents and communications for accuracy before finalizing transactions

  • Remain responsible for all transaction deadlines and contractual obligations

9. SCOPE OF SERVICES & LIMITATIONS

9.1 Administrative Services Only

Our Services are strictly administrative transaction coordination. We provide organizational, clerical, and administrative support for real estate transactions.

9.2 Licensed Professionals on Staff

Some of our employees or subcontractors may hold real estate licenses (including realtor, broker, broker associate, or sales agent licenses). However, regardless of licensure status, our staff members are performing administrative transaction coordination services only and are not acting in a licensed capacity on your behalf or on behalf of your clients.

9.3 What We Do NOT Provide

We do not and will not:

  • Provide legal, tax, financial, or real estate brokerage advice

  • Represent you, your clients, or any brokerage in a licensed capacity

  • Act as your agent, your client's agent, or dual agent

  • Attend property closings or settlement meetings

  • Make legal, financial, or real estate decisions on your behalf

  • Negotiate contract terms or provide opinion on contract provisions

  • Perform duties that are the professional responsibility of the member or non-member agent

  • Guarantee specific transaction outcomes

9.4 Your Sole Responsibility

You remain solely responsible for:

  • All legal and regulatory compliance

  • Accuracy of transaction details, dates, and deadlines

  • Communication with clients, brokers, lenders, title companies, and other parties

  • Final review and approval of all documents before execution

  • Meeting all contractual obligations and fiduciary duties

  • All decisions related to your transactions

  • All licensed real estate activities and professional responsibilities

9.5 No Guarantees

While we strive for accuracy, efficiency, and timeliness, we do not guarantee:

  • Error-free service

  • Specific transaction outcomes or successful closings

  • Meeting deadlines if you do not provide timely information or documentation

  • Continuous, uninterrupted access to our Services or systems

9.6 Service Standards

Response times and turnaround times listed on our Site and in Section 4 represent guaranteed service standards for members who have completed the Transaction Onboarding Session (TOS) and provided all necessary information. For non-members, these times are best efforts only. Actual times may vary based on workload, transaction complexity, and information availability.

10. SUSPENSION & TERMINATION

10.1 Suspension by Company

We may immediately suspend your access to Services if:

  • Payment is not received after one (1) retry attempt

  • We are awaiting resolution of a payment dispute or chargeback

  • We are investigating potential violations of these Terms

Suspended accounts may be reactivated once the issue is resolved and any outstanding payments are received.

10.2 Termination by Company

We reserve the right to immediately terminate your membership and access to Services if:

  • You violate these Terms of Service

  • You violate any state or federal laws or regulations

  • You engage in abusive, threatening, harassing, or inappropriate conduct toward our staff or representatives

  • You provide false, misleading, or fraudulent information

  • You fail to provide accurate or necessary information in a timely manner after multiple requests

  • Your account activity suggests fraudulent, illegal, or unauthorized use

  • You repeatedly fail to complete Transaction Onboarding Sessions (TOS) or provide required documentation

10.3 Effect of Termination

Upon termination:

  • Your access to Services is immediately revoked

  • No refunds will be issued for any reason

  • You remain responsible for any outstanding payments

  • We will deliver non-proprietary files for active transactions to you within 3 business days if requested

  • Terminated members may only rejoin at the sole discretion of the Company

10.4 Active Transactions During Suspension or Termination

  • During suspension: Active transactions will not be worked on until the account is reactivated

  • During termination: You may request delivery of non-proprietary files related to active transactions

11. DOCUMENT RETENTION & DATA HANDLING

11.1 File Delivery After Closing

All members and non-members will receive their transaction files via email within 3 business days after closing and funding occurs.

11.2 Post-Closing Archive Add-On

If you purchase the Post-Closing Archive add-on service ($25.00):

  • All files associated with the transaction will be securely stored for 4 years from the closing date

  • On the final day of the 4th year, files will be emailed to you one final time

  • Files will then be permanently destroyed from our records

11.3 Standard Data Retention

Without the Post-Closing Archive add-on:

  • Transaction files are retained for a limited time after delivery

  • You are responsible for downloading and securely storing your files

  • We are not responsible for files you fail to save or download

11.4 Data After Cancellation

After membership cancellation or termination:

  • Proprietary company data (internal notes, workflows, templates) is retained indefinitely

  • Promulgated forms and client-facing transaction documents will be deleted according to our standard retention schedule

  • You are responsible for requesting and saving any files you need before cancellation

11.5 Confidentiality

We take reasonable steps to maintain the confidentiality of information you provide. However, no method of digital transmission or storage is completely secure. You acknowledge that you share data at your own risk.

12. THIRD-PARTY SERVICES

Our Site may link to or integrate with third-party services, websites, or platforms. We are not responsible for any third-party content, policies, practices, or actions. Your use of third-party services is governed by their own terms and privacy policies.

13. INTELLECTUAL PROPERTY

All content on the Site—including text, graphics, logos, designs, layouts, software, and materials—is the sole property of Grimshaw TC Services, LLC and is protected by copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, modify, or create derivative works from any content without our express written permission.

14. LIMITATION OF LIABILITY

14.1 No Liability for User Actions

To the fullest extent permitted by Texas law, Grimshaw TC Services, LLC is not liable for:

  • Errors, delays, or omissions resulting from inaccurate, incomplete, or untimely information you provide

  • Losses arising from decisions made by you, your clients, brokers, lenders, or any third parties

  • Missed deadlines caused by your failure to provide information or complete the Transaction Onboarding Session (TOS)

  • Consequences of your failure to review documents or communications

  • Any transaction that fails to close or results in financial loss

14.2 No Consequential Damages

We are not liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

  • Lost profits or commissions

  • Loss of business opportunities

  • Damage to professional reputation

  • Emotional distress

14.3 Maximum Liability

Our total liability for any claim arising from or related to our Services, if applicable, is limited to the amount you paid for the specific transaction or service involved, not to exceed the total membership fees paid in the 12 months preceding the claim.

14.4 Professional Liability Insurance

Grimshaw TC Services, LLC maintains professional errors and omissions (E&O) insurance coverage. However, this insurance does not expand or alter the liability limitations stated in these Terms.

15. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Grimshaw TC Services, LLC, its owners, officers, employees, contractors, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

  • Your use or misuse of our Services

  • Your violation of these Terms

  • Your violation of any laws, regulations, or third-party rights

  • Information or materials you provide to us

  • Your failure to fulfill your professional responsibilities

16. FORCE MAJEURE

16.1 Excused Performance

We are not liable for any failure or delay in performing our Services due to circumstances beyond our reasonable control, including but not limited to:

  • Acts of God, natural disasters, pandemics, or public health emergencies

  • Power outages, internet service disruptions, or telecommunications failures

  • Cyber attacks, data breaches, or system failures

  • Government actions, regulations, or orders

  • War, terrorism, civil unrest, or other emergencies

16.2 Notification

If a force majeure event prevents us from providing Services, we will notify you via email within 24 hours whenever reasonably possible.

16.3 Reimbursement for Extended Outages

If we are unable to provide Services for more than 48 consecutive hours after you have completed the Transaction Onboarding Session (TOS) due to force majeure:

  • You will receive a pro-rata reimbursement based on your remaining unused transactions for the current billing period

  • Reimbursement calculation: (Monthly membership fee ÷ included transactions, excluding cancellations) × remaining unused transactions

  • Example: Silver member pays $750/month for 5 transactions (excluding 2 cancellations). If 2 transactions remain unused: ($750 ÷ 5) × 2 = $300 reimbursement

  • Reimbursement will be issued within 15 business days after service is restored

17. DISPUTE RESOLUTION & GOVERNING LAW

17.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Texas, without regard to conflict-of-law principles.

17.2 Jurisdiction & Venue

Any legal action or proceeding arising from these Terms shall be brought exclusively in the state or federal courts located in Travis County, Texas, and you consent to the personal jurisdiction of such courts.

17.3 Mandatory Arbitration

Before filing any lawsuit, you agree that disputes will be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.

  • Each party will pay their own arbitration costs and fees

  • The arbitration shall take place in Travis County, Texas, or via remote proceedings

  • The arbitrator's decision is final and binding

  • You agree to attempt good-faith negotiation for at least 30 days before initiating arbitration

17.4 Small Claims Court Exception

Either party may pursue claims in small claims court if the claim qualifies under that court's jurisdictional limits (up to $20,000 in Texas), instead of arbitration.

17.5 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive any right to participate in a class action lawsuit or class-wide arbitration against Grimshaw TC Services, LLC.

17.6 Mediation

Before initiating arbitration or litigation, both parties agree to participate in at least one mediation session to attempt to resolve the dispute amicably.

18. CHANGES TO TERMS

We may update, modify, or revise these Terms at any time. When we make changes:

  • We will update the "Last Updated" date at the top of this document

  • We will notify you via email to the address associated with your account

  • Changes take effect 30 days after notification unless otherwise stated

  • Continued use of the Site or Services after the effective date constitutes your acceptance of the revised Terms

Material changes that significantly affect your rights will be prominently communicated with additional notice.

19. SEVERABILITY

If any provision of these Terms is found to be unenforceable, invalid, or illegal by a court of competent jurisdiction, that provision will be limited or eliminated to the minimum extent necessary so that these Terms otherwise remain in full force and effect.

20. ENTIRE AGREEMENT

These Terms, together with our Privacy Policy and any written membership agreement or service agreement you enter into with us, constitute the entire agreement between you and Grimshaw TC Services, LLC regarding the use of our Services. These Terms supersede all prior agreements, understandings, representations, and communications, whether written or oral.

21. WAIVER

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights or provisions. Any waiver of any provision of these Terms will be effective only if in writing and signed by an authorized representative of Grimshaw TC Services, LLC.

22. ASSIGNMENT

You may not assign, transfer, or delegate these Terms or your rights and obligations hereunder without our prior written consent. We may assign these Terms or any rights hereunder without restriction. Any attempted assignment in violation of this section is void.

23. SURVIVAL

Sections of these Terms that by their nature should survive termination will survive, including but not limited to: payments and fees, limitation of liability, indemnification, dispute resolution, governing law, and intellectual property.

24. CONTACT INFORMATION & NOTICES

All notices, cancellations, requests, and communications regarding these Terms must be sent in writing via email to:

Grimshaw TC Services, LLC
Email: admin@grimshawtcservices.com
Phone: (512) 348-7364

Written notice via email to the address you provided in your account is considered sufficient and legally effective for all purposes under these Terms.

For cancellations and membership changes, you must contact: admin@grimshawtcservices.com

For general inquiries: admin@grimshawtcservices.com

25. ACKNOWLEDGMENT

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

END OF TERMS OF SERVICE