Simple Cipher

Terms of Service

Last updated: August 21, 2026

These terms govern your use of the toprockco.com website and any services provided by Simple Cipher. By using this site or engaging our services, you agree to them.

1. Who we are

Simple Cipher is a technology consulting practice operated by Simple Cipher Corp, based in Denver, Colorado. Contact: john@toprockco.com.

2. Services

Simple Cipher provides technology consulting, systems integration, software development, training, and advisory services to real estate professionals and businesses. The specific scope, deliverables, timeline, and fees of any engagement are set out in a separate written agreement or statement of work, which controls if it conflicts with these terms.

3. Real estate licensing — important

John Galloway is a licensed real estate broker in the State of Colorado and serves as Managing Broker of Cross Street's Denver office. Any real estate brokerage services are provided through Cross Street, under that brokerage, and are not provided by or through Simple Cipher.

Nothing on this website and nothing in a Simple Cipher engagement creates a brokerage relationship, an agency relationship, or a fiduciary duty between you and Simple Cipher. Simple Cipher does not represent buyers or sellers, does not provide real estate brokerage services, and receives no compensation for real estate brokerage activity.

4. Not professional advice

The content on this website is general information, not advice. Simple Cipher does not provide legal, tax, accounting, investment, or regulatory compliance advice. Consult a qualified professional before acting on anything you read here or receive in the course of an engagement.

Where our work touches regulated data — including multiple listing service data, consumer personal information, or financial records — you remain responsible for your own compliance with the agreements and laws that apply to you. We will tell you what we understand those constraints to be, but that is not a legal opinion.

5. Client responsibilities

If you engage us, you agree to:

6. Third-party platforms

Our work frequently involves systems we do not control. We are not responsible for the availability, accuracy, pricing, security, or continued API access of any third-party platform. A platform may change or discontinue its interfaces at any time, and such changes may affect work we have delivered. Where that happens, remediation is handled as a new engagement unless a written agreement says otherwise.

7. Intellectual property

The content, design, and code of this website are owned by Simple Cipher. Ownership of deliverables produced in an engagement is governed by the applicable written agreement. Absent such terms, you receive a perpetual, non-exclusive license to use the deliverables in your business, and Simple Cipher retains ownership of its pre-existing tools, methods, and general know-how.

You retain ownership of your own data at all times.

8. Confidentiality

Each party will protect the other's confidential information and use it only for the purposes of the engagement. This obligation survives the end of the engagement.

9. Fees

Fees, payment schedule, and expenses are as stated in the applicable written agreement. Invoices are due on the terms stated on the invoice. We may suspend work on materially overdue accounts after written notice.

10. Warranties and disclaimers

We will perform services in a professional and workmanlike manner. Beyond that, this website and all services are provided "as is" and "as available", without warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the site or any deliverable will be uninterrupted, error-free, or that any particular business result will follow.

11. Limitation of liability

To the fullest extent permitted by law, Simple Cipher is not liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost business, or lost or corrupted data, even if advised of the possibility.

Simple Cipher's total aggregate liability arising out of or relating to these terms or any engagement will not exceed the total fees you paid to Simple Cipher in the twelve months preceding the event giving rise to the claim. Where no fees have been paid, total liability will not exceed one hundred dollars (US$100).

Nothing in these terms limits liability that cannot be limited by law, including liability for fraud, willful misconduct, or gross negligence.

12. Indemnification

You agree to indemnify and hold Simple Cipher harmless from claims, damages, and reasonable costs arising out of your breach of these terms, your misuse of a deliverable, or your violation of a third-party platform's terms or of applicable law.

13. Termination

Either party may terminate an engagement as provided in the applicable written agreement, or, absent such terms, on fourteen days' written notice. You remain responsible for fees for work performed through the termination date. On termination we will, at your request, return or delete your data as described in the Privacy Policy.

14. Governing law and disputes

These terms are governed by the laws of the State of Colorado, without regard to conflict of laws principles. The parties will attempt in good faith to resolve any dispute through direct discussion before commencing proceedings. Any action that does proceed will be brought exclusively in the state or federal courts located in Denver County, Colorado, and the parties consent to that jurisdiction.

15. Changes

We may revise these terms. The current version is always posted here with its effective date. Continued use of the site after a revision constitutes acceptance. Changes do not retroactively alter a signed engagement agreement.

16. Miscellaneous

If any provision is held unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver of it. These terms, together with any written engagement agreement and the Privacy Policy, are the entire agreement between us on this subject.

17. Contact

Questions about these terms: john@toprockco.com.