Terms of Use
Version 2026-08-07.v1. These terms govern all use of Pool Route Marketplace ("PRM"). "PRM Parties" means PRM and its parent, subsidiaries, affiliates, officers, directors, members, managers, employees, contractors, agents, licensors, and suppliers.
License, registration, or identification information on broker listings is supplied by the broker and displayed exactly as submitted. Pool Route Marketplace does not verify, validate, authenticate, endorse, or guarantee it, and makes no representation that any credential is valid, current, or sufficient for any jurisdiction. Confirm licensure directly with the issuing authority and complete your own due diligence, with your own attorney and accountant, before signing anything or sending money.
1. Venue only
Pool Route Marketplace operates a neutral online venue and software tools that let independent parties advertise, find, and contact one another. PRM is not a business broker, real-estate broker, M&A intermediary, dealer, finder, buyer's or seller's agent, fiduciary, escrow agent, custodian, payment processor, lender, insurer, appraiser, accountant, or attorney, and is not a party to, guarantor of, or participant in any transaction between users. PRM does not negotiate, draft, advise on, supervise, escrow, fund, settle, close, or insure any transaction, and earns no commission or percentage of any deal.
2. No verification of users, credentials, or content
PRM does not verify the identity, capacity, solvency, licensure, registration, insurance, entity status, or authority of any user, and does not verify, audit, appraise, or investigate any listing, credential, financial statement, projection, document, price, or claim published on the platform. Credential and license information displayed on broker listings is supplied by the broker and shown as submitted. PRM has no duty to investigate, monitor, correct, remove, or warn about any content, and assumes no such duty by exercising any discretion to do so.
3. No endorsement
Nothing on the platform, including any badge, label, ranking, placement, featured slot, search position, credential display, or paid broker subscription, constitutes a representation, warranty, recommendation, certification, accreditation, approval, or endorsement by PRM of any user, credential, listing, or transaction. Paid placement is disclosed and does not imply vetting.
4. User content and conduct
Users are solely responsible for the content, accuracy, legality, and consequences of everything they submit, publish, or transmit, and for their own compliance with all applicable licensing, brokerage, disclosure, advertising, solicitation, securities, business-opportunity, franchise, consumer-protection, privacy, and tax laws. Users grant PRM a non-exclusive, worldwide, royalty-free license to host, store, reproduce, adapt for formatting, and display submitted content for the purpose of operating and promoting the platform. Users must not misrepresent their status, including a broker signing up or listing as a private owner.
5. Independent due diligence
Each user is solely responsible for evaluating and verifying any counterparty, credential, business, account, document, figure, and transaction before paying any deposit or signing any agreement, including direct verification with banks, processors, customers, accountants, software vendors, suppliers, landlords, licensing authorities, and regulators, and engaging their own attorney, accountant, broker, lender, and insurance agent. Acquiring, financing, or operating a route business carries material risk, up to total loss of capital.
6. Disclaimer of warranties
THE PLATFORM, ALL CONTENT, LISTINGS, CREDENTIAL DISPLAYS, MESSAGES, BADGES, TOOLS, AND DATA ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PRM PARTIES DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AND QUIET ENJOYMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR TRADE PRACTICE. PRM DOES NOT WARRANT UNINTERRUPTED, SECURE, OR ERROR-FREE OPERATION.
7. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PRM PARTIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, DATA, OR ANTICIPATED SAVINGS, ARISING OUT OF OR RELATING TO THE PLATFORM, ANY LISTING, ANY CREDENTIAL, OR ANY DEALINGS BETWEEN USERS, ON ANY THEORY OF LIABILITY. THE PRM PARTIES' AGGREGATE LIABILITY FOR ALL CLAIMS SHALL NOT EXCEED THE GREATER OF THE TOTAL FEES YOU PAID TO PRM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR ONE HUNDRED U.S. DOLLARS ($100). WHERE SUCH LIMITS ARE NOT PERMITTED, LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW.
8. Release between users
Disputes between users are solely between those users. Each user releases the PRM Parties from all claims, demands, damages, and losses of every kind arising out of or in any way connected with such disputes, including any act or omission of another user, and waives any statutory provision limiting the effect of a general release with respect to unknown claims.
9. Broker indemnification
Brokers additionally indemnify, defend, and hold harmless the PRM Parties from every claim, loss, liability, fine, penalty, and expense (including reasonable attorneys' fees) arising out of or relating to their credentials, licensure or lack of licensure, listings, advertising, representations, or dealings with buyers and sellers, as set out in the Broker Credential Certification and Indemnification accepted at credential submission.
10. Removal, suspension, and termination
PRM may remove, unpublish, edit, reorder, or refuse any listing, and may suspend, restrict, or terminate any account or subscription, at any time, in its sole discretion, with or without cause and with or without notice, without liability. No refund is owed for content removed or accounts suspended for breach. PRM may report suspected unlicensed activity, fraud, or misrepresentation to law-enforcement, licensing, and regulatory authorities.
11. Severability and survival
If any provision of these terms is held invalid or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and all remaining provisions shall remain in full force and effect. The disclaimers, limitations of liability, releases, indemnities, and this clause survive termination of any account.
Broker credential certification
Every broker must place a license, registration, permit, or equivalent identification on file before publishing, and must accept the following certification and indemnification. PRM records what is submitted, together with the accepted text, its version, the IP address, and the browser user agent. PRM does not verify it.
BROKER CREDENTIAL CERTIFICATION AND INDEMNIFICATION - PLEASE READ CAREFULLY By checking the box below and submitting this form, you certify under penalty of perjury, and agree to be legally bound by, the following. "PRM" means Pool Route Marketplace and its parent, subsidiaries, affiliates, officers, directors, members, managers, employees, contractors, agents, licensors, and suppliers (collectively, the "PRM Parties"). "You" means both the individual completing this form and the legal entity on whose behalf it is completed, jointly and severally. 1. ACCURACY OF CREDENTIAL. You represent and warrant that every item of credential information you submit, including the license, registration, permit, certificate, or other identification number, the credential type, the issuing authority, and the jurisdiction, is true, accurate, complete, current, and not misleading; that the credential was lawfully issued to you or to the legal entity you have identified; that it has not lapsed, expired, been suspended, restricted, surrendered, or revoked; and that it is held in the exact name you have provided. 2. AUTHORITY AND LAWFUL PRACTICE. You represent and warrant that you are lawfully authorized to solicit, advertise, market, negotiate, or facilitate the sale of business assets, route businesses, customer accounts, or goodwill in every state, county, municipality, and other jurisdiction in which you list, advertise, or transact through PRM, and that you hold every license, registration, permit, bond, insurance, and filing that such jurisdiction requires of you. If you assert that no license or registration is required of you in a jurisdiction, you represent and warrant that you have independently confirmed that exemption with competent counsel or the relevant authority, that you have identified the basis for the exemption truthfully on this form, and that you assume all risk arising from that assertion. 3. NO VERIFICATION BY PRM; NO RELIANCE. You acknowledge and agree that PRM does not and will not verify, validate, authenticate, investigate, monitor, renew, audit, endorse, approve, certify, or vouch for any credential, license, registration, exemption, insurance, bond, entity status, identity, or representation you submit; that PRM owes you and every other user no duty to do so and assumes no such duty by receiving, storing, or displaying the information; that PRM's acceptance, storage, or display of your credential is a ministerial act and is not an approval, license, certification, accreditation, or endorsement of you or of any listing; and that you are not relying on any statement, act, or omission of PRM in determining your own licensing, registration, disclosure, advertising, tax, or other legal obligations. 4. ONGOING DUTY TO UPDATE. You agree to keep your credential information accurate and current at all times, and to update it in your account, and remove or amend every affected listing, within three (3) business days of any lapse, expiration, suspension, restriction, surrender, revocation, disciplinary action, consent order, change of issuing authority, change of entity or individual name, or any other event that renders previously submitted information inaccurate or incomplete. You agree that continued display of a listing constitutes a continuing representation that the certifications in this document remain true. 5. COMPLIANCE. You are solely responsible for your own compliance with all applicable federal, state, and local laws, rules, regulations, and ordinances, including without limitation those governing business and real-estate brokerage, licensing, agency, disclosure, fiduciary duty, escrow and trust accounts, advertising and marketing, telemarketing, e-mail and text solicitation, fair housing where applicable, securities and business-opportunity offerings, franchise disclosure, consumer protection, unfair or deceptive acts and practices, anti-money-laundering, privacy, and data protection. You are solely responsible for the content, accuracy, and legality of every listing, message, document, financial figure, projection, and representation you publish or transmit through PRM, and for obtaining all consents and rights necessary to publish it. 6. NO AGENCY. Nothing in this certification or in your use of PRM creates any agency, brokerage, partnership, joint venture, employment, franchise, fiduciary, or attorney-client relationship between you and any PRM Party. You are an independent third party. You have no authority to bind PRM, to hold yourself out as an agent, representative, partner, affiliate, employee, or endorsee of PRM, or to state or imply that PRM has verified, approved, endorsed, recommended, or certified you, your credential, or any listing. 7. INDEMNIFICATION. To the maximum extent permitted by applicable law, you agree to indemnify, defend (with counsel reasonably acceptable to PRM), and hold harmless the PRM Parties from and against any and all claims, demands, actions, investigations, proceedings, audits, complaints, liabilities, losses, damages, judgments, awards, fines, penalties, sanctions, settlements, interest, costs, and expenses (including reasonable attorneys' fees, expert fees, and costs of investigation and defense) arising out of or relating in any way to: (a) any credential, license, registration, exemption, or identification information you submit, or any inaccuracy, omission, expiration, suspension, or revocation with respect to it; (b) your acts or omissions as a broker, intermediary, agent, finder, or advertiser, including any unlicensed or unauthorized activity; (c) any listing, advertisement, statement, document, financial figure, projection, message, or representation you publish or transmit; (d) any transaction, negotiation, dispute, or communication between you and any buyer, seller, lender, or third party; (e) your breach of this certification, the Broker Use & Indemnification Disclosure, or PRM's Terms of Use; (f) any claim that content you supplied infringes, misappropriates, or violates the rights of a third party; and (g) any regulatory, licensing, or enforcement action relating to your conduct. This obligation survives termination of your account and is in addition to, and not in limitation of, any other remedy available to PRM. 8. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY. THE PLATFORM AND ALL CREDENTIAL-RELATED FEATURES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PRM PARTIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, DATA, OR ANTICIPATED SAVINGS, ARISING OUT OF OR RELATING TO YOUR CREDENTIAL, YOUR LISTINGS, OR YOUR USE OF THE PLATFORM, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE, OR ANY OTHER THEORY, AND WHETHER OR NOT PRM WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF THE PRM PARTIES FOR ALL CLAIMS RELATING TO THE PLATFORM SHALL NOT EXCEED THE GREATER OF (i) THE TOTAL SUBSCRIPTION FEES YOU ACTUALLY PAID TO PRM IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (ii) ONE HUNDRED U.S. DOLLARS ($100). Some jurisdictions do not allow certain exclusions or limitations; in those jurisdictions the PRM Parties' liability is limited to the smallest amount permitted by law. 9. REMOVAL AND SUSPENSION. PRM may, at any time, in its sole discretion, and without prior notice or liability to you, remove, unpublish, edit, reorder, or refuse any listing; suspend, restrict, or terminate your account, credential record, or subscription; withhold or forfeit fees paid; and report suspected unlicensed activity, fraud, or misrepresentation to law-enforcement, licensing, or regulatory authorities. No refund is owed for content removed or accounts suspended for breach of these terms. 10. RECORD, ELECTRONIC SIGNATURE, AND CONSENT TO DISPLAY. You consent to PRM recording the date and time of this certification together with your IP address and browser user agent as evidence of acceptance, and you agree that this electronic record and your electronic acceptance have the same force and effect as a handwritten signature. You further consent to PRM publicly displaying the credential number, credential type, issuing authority, jurisdiction, and entity name you submit, alongside a notice stating that PRM has not verified the information. 11. SURVIVAL AND SEVERABILITY. Sections 3, 5, 6, 7, 8, 9, and 10 survive any termination of your account. If any provision of this certification is held unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions shall continue in full force and effect.
Platform Use & Liability Disclosure
Version 2026-05-13.v3
PLATFORM USE AND LIABILITY DISCLOSURE - PLEASE READ CAREFULLY
By clicking "I Agree" you confirm that you have read, understood, and agree to be legally bound by the following terms. This disclosure applies to every user of Pool Route Marketplace ("PRM," "we," "us") who is acting in a PRIVATE, PRINCIPAL capacity, that is, buying or selling a route business for your own account, taking a course, attending office hours, or otherwise using the platform on your own behalf.
BROKER NOTICE - IF YOU ARE A BROKER, STOP. If you are a licensed or unlicensed business broker, real-estate broker, M&A intermediary, finder, agent, or representative who is using (or intends to use) the platform on behalf of one or more clients, in exchange for any commission, success fee, referral fee, override, retainer, or other consideration, then you may NOT sign up or use the platform as a private buyer or seller. You must register through the dedicated BROKER signup path and accept the separate Broker Use & Indemnification Disclosure. Misrepresenting your status, by signing up as a private buyer or seller while in fact acting as a broker, is a material breach of these terms and PRM's Terms of Service, may constitute fraudulent inducement, and may result in immediate account termination, listing removal, forfeiture of any fees paid, permanent ban (including from any affiliated or successor platform such as Pool Duck), referral to state licensing authorities and regulators, and full indemnification of the PRM Parties (as defined below) for any harm caused. By accepting this disclosure as a private user, you represent and warrant that you are NOT acting as a broker.
1. WHAT PRM IS. PRM operates a neutral online listing platform and software tools (including educational courses, a calculator, heat maps, buy-box matching, messaging, office hours, and POOLFAX document review). PRM is a TECHNOLOGY PROVIDER and a NEUTRAL VENUE, nothing more.
2. WHAT PRM IS NOT. PRM is NOT, and shall NEVER be construed as: (a) a real-estate, business, or M&A broker; (b) a dealer, distributor, reseller, or franchisor of any route business; (c) a buyer's agent or seller's agent; (d) a financial advisor, investment advisor, broker-dealer, or fiduciary; (e) an escrow agent, custodian, or payment processor; (f) an accountant, auditor, appraiser, or valuator; (g) an attorney or provider of legal advice; (h) an insurance agent or producer; (i) an employer, joint employer, contractor, or co-employer of any user; or (j) a party to, guarantor of, or participant in any transaction between users. No agency, brokerage, partnership, joint venture, fiduciary, or attorney-client relationship is formed by your use of PRM, and no statement made by PRM personnel may be construed to create one.
3. NO REPRESENTATION OR ENDORSEMENT. PRM does NOT verify, endorse, recommend, vouch for, certify, or guarantee any user, listing, route, business, account, document, statement, claim, price, projection, or representation made on the platform. Listings are submitted by sellers and brokers; PRM has no obligation to investigate them, no duty to remove them, and no duty to warn you about them. Even when a listing carries a POOLFAX badge, the badge reflects only a limited document review and is NOT a guarantee, warranty, audit, or appraisal, see the POOLFAX disclaimer for details. Educational content (courses, articles, calculators, valuations, heat maps) is for general information only, is not advice, and may be inaccurate, incomplete, or out of date.
4. YOUR INDEPENDENT DUE DILIGENCE. You are solely responsible for evaluating, vetting, and verifying any user, listing, business, account, document, or transaction. Before paying any deposit or signing any agreement, you must conduct independent due diligence, including, at a minimum, direct verification with the seller's bank, card processor, customers, accountant, tax preparer, software vendor, employees, suppliers, landlord, and applicable regulators, and you must engage your own qualified attorney, accountant, business broker, lender, and insurance agent as appropriate. You acknowledge that the acquisition, sale, financing, or operation of a route business carries material risk of fraud, misrepresentation, customer churn, regulatory action, license revocation, equipment failure, key-person departure, and total loss of capital.
5. NO TRANSACTION ROLE. PRM does not negotiate, draft, advise on, supervise, escrow, fund, settle, close, insure, or guarantee any transaction. Any agreement between you and another user is solely between you and that user; PRM is not a party to it, has no contractual rights or obligations under it, and earns no commission, success fee, or percentage of any deal. Any payment you send another user travels OUTSIDE the platform; PRM does not see it, hold it, refund it, or claw it back.
6. "AS IS" / "AS AVAILABLE." THE PLATFORM, ALL CONTENT, ALL TOOLS, ALL LISTINGS, ALL MESSAGES, ALL BADGES, AND ALL DATA ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PRM AND ITS PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, AND SUPPLIERS (COLLECTIVELY, "PRM PARTIES") DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, QUIET ENJOYMENT, OR ANY WARRANTY ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. NO ORAL OR WRITTEN INFORMATION OBTAINED FROM PRM CREATES ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
7. NO RELIANCE; SOPHISTICATED PARTY. You acknowledge that you are NOT relying on any statement, listing, badge, course, calculator, heat map, valuation, or other content provided by PRM in deciding whether to enter into any transaction. You represent that you are a sophisticated party capable of evaluating the risks of acquiring, operating, or selling a route business, or you have engaged qualified professionals to do so on your behalf.
8. ASSUMPTION OF RISK. You voluntarily, knowingly, and irrevocably assume all risks associated with using the platform, communicating with other users, evaluating or submitting listings, attending office hours, taking courses, applying any educational content, and consummating or attempting to consummate any transaction.
9. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE PRM PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITY, LOST GOODWILL, LOST DATA, DIMINUTION IN VALUE, COST OF SUBSTITUTE SERVICES, OR DAMAGES ARISING OUT OF OR RELATING TO ANY TRANSACTION, LISTING, MESSAGE, INTERACTION WITH ANOTHER USER, OR PURCHASE OR FAILURE TO PURCHASE A ROUTE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, MISREPRESENTATION, STATUTE, OR OTHERWISE, EVEN IF PRM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE TOTAL AGGREGATE LIABILITY OF THE PRM PARTIES TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES YOU PAID TO PRM IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES; IN SUCH JURISDICTIONS LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
10. RELEASE. You hereby release, waive, and forever discharge the PRM Parties from any and all claims, demands, causes of action, damages, losses, and liabilities, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or related to (a) any dispute with another user; (b) any transaction or attempted transaction; (c) any reliance on a listing, message, badge, course, calculator, heat map, valuation, or other content; (d) any forgery, fraud, misrepresentation, or omission by a seller, broker, buyer, or third party; (e) any platform downtime, data loss, or security incident; or (f) any act or omission of another user. If you are a California resident, you expressly waive California Civil Code §1542 (and any analogous law in any other jurisdiction), which provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
11. INDEMNIFICATION. You agree to defend, indemnify, and hold harmless the PRM Parties from and against any and all claims, demands, suits, actions, losses, liabilities, damages, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' fees, expert fees, and court costs) arising out of or related to (a) your use of the platform; (b) any transaction or attempted transaction with another user; (c) any content, listing, message, or document you submit; (d) your breach of these terms or of any other PRM policy or agreement; (e) your violation of any law, regulation, or third-party right; or (f) any claim by a person to whom you forwarded, summarized, or relied upon PRM content. PRM may, at its sole option, assume the exclusive defense and control of any matter subject to indemnification, in which case you will cooperate fully with PRM in asserting any available defenses.
12. NO CLASS ACTION; ARBITRATION; JURY-TRIAL WAIVER. To the extent permitted by law, all disputes arising out of or relating to your use of the platform shall be resolved by final and binding individual arbitration administered by JAMS under its Streamlined Arbitration Rules, seated in Wilmington, Delaware, in English. YOU AND PRM EACH WAIVE ANY RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS, COLLECTIVE, MASS, OR REPRESENTATIVE ACTION. Either party may seek injunctive relief in court for intellectual-property or confidentiality matters. If the class waiver is held unenforceable, the entire arbitration clause shall be void as to the affected claims, which shall proceed in the courts identified below.
13. GOVERNING LAW; VENUE. These terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws principles. Subject to Section 12, the exclusive venue for any action shall be the state and federal courts located in Wilmington, Delaware, and you consent to personal jurisdiction therein.
14. STATUTE OF LIMITATIONS. Any claim arising out of or relating to the platform must be filed within ONE (1) YEAR after the cause of action arose; otherwise, the claim is permanently barred.
15. SEVERABILITY; ENTIRE AGREEMENT. If any provision of this disclosure is held unenforceable, the remaining provisions shall continue in full force and effect, and the unenforceable provision shall be reformed only to the extent necessary to make it enforceable. This disclosure, together with PRM's Terms of Service, Privacy Policy, and any other policy posted on the platform, constitutes the entire agreement between you and PRM regarding the subject matter hereof and supersedes all prior or contemporaneous understandings.
16. AUDIT TRAIL; ELECTRONIC SIGNATURE. You consent to PRM electronically recording your acceptance of this disclosure together with the date, time, IP address, and user-agent string used at the time of acceptance, and to such record being admissible in any proceeding as evidence of your agreement. Your act of clicking "I Agree" constitutes your legally binding signature under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN, 15 U.S.C. §7001 et seq.) and the Uniform Electronic Transactions Act (UETA), and is intended to have the same force and effect as a handwritten signature.
17. CHANGES. PRM may update this disclosure at any time. If we make a material change, you will be re-prompted to accept the new version before continuing to use the platform.
BY CLICKING "I AGREE," I ACKNOWLEDGE THAT I HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THIS DISCLOSURE, INCLUDING THE LIMITATION OF LIABILITY, RELEASE, INDEMNIFICATION, CLASS-ACTION WAIVER, JURY-TRIAL WAIVER, AND ARBITRATION PROVISIONS ABOVE. I FURTHER ACKNOWLEDGE THAT I HAVE HAD THE OPPORTUNITY TO CONSULT WITH COUNSEL OF MY CHOOSING.Broker Use & Indemnification Disclosure
Version 2026-05-13.v2
BROKER USE AND INDEMNIFICATION DISCLOSURE - PLEASE READ CAREFULLY By clicking "I Agree" you confirm that you have read, understood, and agree to be legally bound by the following terms IN ADDITION TO the universal Platform Use & Liability Disclosure. Both apply to you. If anything in this Broker Disclosure conflicts with the universal disclosure, the more protective term in PRM's favor controls. "PRM," "we," and "us" refer to Pool Route Marketplace; "PRM Parties" has the same meaning as in the universal disclosure. 1. YOU ARE THE BROKER, PRM IS NOT. You acknowledge and agree that: (a) YOU, not PRM, are acting in the capacity of a business broker, intermediary, or agent for one or more buyers, sellers, or both. PRM is a TECHNOLOGY PROVIDER and NEUTRAL VENUE only. (b) PRM is NOT your broker, employer, joint employer, principal, sponsor, supervisor, dealer, franchisor, partner, or co-venturer. No agency, employment, partnership, joint-venture, fiduciary, or attorney-client relationship exists between you and PRM by virtue of your use of the platform or your subscription. (c) You are an independent contractor with respect to your brokerage activities. You bear all profit, loss, tax, withholding, payroll, benefits, and self-employment obligations associated with your work. 2. LICENSING, REGULATORY COMPLIANCE, AND REPRESENTATIONS. You represent, warrant, and covenant on a continuing basis that: (a) You hold every license, registration, bond, certification, and authorization required by every federal, state, and local jurisdiction in which you solicit, advertise, market, list, negotiate, or close transactions, including, where applicable, real-estate brokerage, business-broker, M&A intermediary, securities, mortgage, insurance, money-transmitter, escrow, and notary licenses. (b) You are in good standing with each such authority and you will promptly notify PRM in writing if any license is suspended, revoked, surrendered, denied, or made the subject of an investigation, complaint, or disciplinary action. (c) You comply with all applicable laws and regulations governing your conduct, including the FTC Franchise Rule, FTC Business Opportunity Rule, state business-opportunity laws, state and federal securities laws, anti-money-laundering laws (BSA, OFAC, FinCEN), the CAN-SPAM Act, the TCPA, the FCRA, GLBA, state privacy laws (e.g., CCPA/CPRA), state UDAP statutes, the Equal Credit Opportunity Act, fair-housing laws (where applicable), and any analogous foreign laws. (d) You will not use the platform to solicit, sell, or facilitate the sale of any franchise, business opportunity, or security in any jurisdiction in which doing so would require a registration, filing, or disclosure that you have not made. (e) Every listing, claim, projection, photograph, financial figure, customer count, and document you submit (or your client submits through you) is true, accurate, complete, and not misleading; you have a reasonable basis for every statement of fact and every projection; and you will promptly correct or withdraw any listing that becomes inaccurate. 3. CLIENT AGREEMENTS AND COMPENSATION. You acknowledge and agree that: (a) Every engagement, listing agreement, buyer-representation agreement, fee agreement, commission agreement, success-fee agreement, NDA, and closing document between you and your client (or you and any counterparty) is solely between you and that party. PRM is not a party to it, has no rights or obligations under it, and earns no commission, success fee, referral fee, override, or split from it. (b) PRM does not collect, hold, or escrow funds for your transactions and does not act as a paymaster, payroll agent, or commission distributor. Any compensation you owe or are owed travels OUTSIDE the platform. (c) You will not represent, imply, suggest, or allow any client or counterparty to believe that PRM is a party to your engagement, that PRM endorses you, that PRM has vetted you beyond confirming an account, that PRM guarantees your work, or that PRM stands behind any commitment you make. 4. NO USE OF PRM TRADEMARKS, LIKENESS, OR ENDORSEMENT. You shall not use PRM's name, logos, trademarks, trade dress, screenshots, or marketing copy to imply sponsorship, partnership, certification, endorsement, or affiliation. You shall not represent yourself as a "PRM broker," "POOLFAX broker," "Pool Duck broker," "certified by PRM," or any equivalent. Permitted factual statements (e.g., "I list on Pool Route Marketplace") are allowed; anything more requires PRM's prior written consent. 5. ANTI-FRAUD; HONEST DEALING. You shall not (and shall not permit any client of yours to): (a) submit forged, doctored, AI-generated, retouched, or fabricated documents, photographs, or financial figures; (b) inflate revenue, account counts, or margins; (c) conceal liabilities, liens, customer churn, regulatory issues, or pending litigation; (d) impersonate any person; (e) launder funds; (f) circumvent state-disclosure or franchise laws; or (g) use the platform to solicit users away from PRM in violation of any platform term. PRM may suspend or terminate your account, your subscription, your listings, and your access without notice for any breach of this Section. 6. PRIVACY; DATA HANDLING. You shall handle any personal information you obtain through the platform in compliance with all applicable privacy and data-protection laws. You shall not sell, trade, scrape, harvest, enrich, or share user data with third parties except as necessary to perform a brokerage engagement and only with the user's documented consent. You shall maintain reasonable administrative, technical, and physical safeguards to protect such data and shall notify PRM in writing within forty-eight (48) hours of any actual or reasonably suspected data breach involving platform data. 7. INDEMNIFICATION (BROKER). In addition to (and without limiting) the indemnification provisions of the universal Platform Use & Liability Disclosure, you agree to defend, indemnify, and hold harmless the PRM Parties from and against any and all claims, demands, suits, actions, losses, liabilities, damages, judgments, settlements, fines, penalties, regulatory orders, restitution, disgorgement, costs, and expenses (including reasonable attorneys' fees, expert fees, investigation costs, and court costs) arising out of or related to: (a) any service you provide, or fail to provide, to a client, prospective client, buyer, seller, or any third party; (b) any breach of any client agreement, listing agreement, NDA, fee agreement, or fiduciary or quasi-fiduciary duty owed by you; (c) any inaccuracy, omission, or misrepresentation in any listing, document, marketing material, or communication you (or your client through you) post, send, or transmit; (d) any allegation that you acted as an unlicensed broker, dealer, agent, or intermediary; (e) any alleged violation by you of franchise, business-opportunity, securities, anti-money-laundering, consumer-protection, fair-housing, anti-discrimination, privacy, telemarketing, or tax law; (f) any allegation of misuse, unauthorized disclosure, or breach of personal information you obtained through the platform; (g) any allegation that PRM is a co-broker, co-agent, employer, joint employer, principal, or partner of yours; (h) any tax liability, withholding obligation, or worker-classification dispute relating to your engagement; (i) any dispute between you and your client over compensation; or (j) any third-party claim that arises because you used the platform. 8. INSURANCE. You shall maintain, at your sole expense and for so long as you use the platform plus three (3) years thereafter, errors-and-omissions (professional liability) insurance with limits of not less than ONE MILLION U.S. DOLLARS ($1,000,000) per occurrence and aggregate, and commercial general liability insurance with limits of not less than ONE MILLION U.S. DOLLARS ($1,000,000) per occurrence. Upon written request, you shall furnish PRM with a certificate of insurance naming PRM as additional insured (where permitted by the policy) and shall give PRM thirty (30) days' written notice of cancellation or material change. Failure to maintain such insurance does not waive or reduce your indemnification obligations under Section 7. 9. SUSPENSION; TERMINATION; INVESTIGATION COOPERATION. PRM may suspend, restrict, or terminate your account, your broker subscription, your listings, and your access, at any time, with or without notice, and without refund, if PRM reasonably believes you have breached this disclosure, any other PRM policy, or any law; if a license of yours is suspended, revoked, or under investigation; or if a buyer, seller, or regulator credibly alleges misconduct by you. You shall cooperate fully and in good faith with any internal PRM investigation and shall preserve all relevant records, communications, documents, and metadata. PRM may produce records of your activity to law enforcement, regulators, courts, and arbitrators in response to lawful process or as PRM in good faith deems necessary to protect itself or its users. 10. SURVIVAL. Sections 2(c)–(d), 4, 5, 6, 7, 8, and 9 survive termination of your account, your subscription, or your use of the platform for the maximum period permitted by law. 11. ACKNOWLEDGMENT OF RISK; INDEPENDENT JUDGMENT. You acknowledge that brokering route-business transactions carries material risk of buyer or seller fraud, customer churn, regulatory action against you, reputational harm, and uninsured losses. You will exercise your own independent professional judgment in every engagement and will not rely on PRM, POOLFAX, any course, calculator, heat map, valuation tool, or other PRM content as a substitute for that judgment. 12. INCORPORATION OF UNIVERSAL DISCLOSURE. The "AS IS / AS AVAILABLE," disclaimer of warranties, no-reliance, limitation-of-liability, release, statute-of-limitations, no-class-action, arbitration, jury-trial-waiver, governing-law, venue, severability, audit-trail, and electronic-signature provisions of the universal Platform Use & Liability Disclosure are hereby incorporated by reference and apply with equal force to your use of the platform as a broker. BY CLICKING "I AGREE," I ACKNOWLEDGE THAT I AM USING THE PLATFORM AS A BROKER, THAT I HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THIS BROKER USE & INDEMNIFICATION DISCLOSURE, AND THAT THE INDEMNIFICATION, INSURANCE, REPRESENTATION, AND CLASS-ACTION-WAIVER PROVISIONS ABOVE ARE A MATERIAL INDUCEMENT TO PRM PROVIDING ME WITH A BROKER ACCOUNT. I FURTHER ACKNOWLEDGE THAT I HAVE HAD THE OPPORTUNITY TO CONSULT WITH COUNSEL OF MY CHOOSING.
Questions about these terms: hello@poolroutemarketplace.com