NREA Terms of Use

Welcome to NREA Licensing, LLC’s (“NREA,” “we” or “us”) website (www.realtyexchangeadvisors.com, this “Site”). Your use of this Site is governed by and subject to these Terms of Use. Please read these Terms of Use carefully and thoroughly. By accessing and using this Site, you accept and agree to be bound by these Terms of Use as they presently exist or as they may be revised at any time without notice or obligation. If you do not agree to these Terms of Use, please do not continue to access and use this Site.

Access, Registration and Use
In these Terms of Use, “you” refers to an individual accessing this Site. To the extent applicable, “you” also includes the corporation or other legal entity, if any, on whose behalf you are accessing this Site. 

Although registration is not required to access and use certain features and materials that we make available on the Site, you must register with NREA in order to view TIC opportunities on this Site.  The decision to register is purely optional; however, if you elect to register, you are creating a contractual agreement by and between you and NREA as set forth by separate agreement delivered to you upon registering on this Site. 

You agree that all information that you provide to NREA in connection with your access to and use of the Site (including, but not limited to, all information that you may provide in the NREA registration process) is true, accurate and complete to the best of your knowledge, belief and ability, and that you will maintain and routinely update such information to keep it true, accurate and complete at all times. We reserve the right to terminate these Terms of Use and to refuse, restrict or discontinue service or access to the Site, or any portion or features of this Site, to you or any other person or entity, for any reason or for no reason whatsoever, at any time, and without notice or liability, including, but not limited to, termination of your use of the Site and your NREA License (as described below), in the event that any information provided by you in the registration process is, at such time or at any time thereafter, untrue, inaccurate or incomplete or if you otherwise fail to comply with the terms and conditions of these Terms of Use or any license, purchase order or other agreement that you have with us.

Security
NREA takes commercially reasonable measures to secure and protect information transmitted to and from the Site, however we cannot and do not guarantee that any such communications or any electronic commerce conducted on or through the Site is or will be totally secure. You are responsible for maintaining the confidentiality of any login or ID (your “User ID”) and any password that may be assigned to you by NREA, and you are fully responsible for all access and any activity that occurs through use of your User ID or password. You agree to immediately notify NREA of any unauthorized use of your User ID or password or any other breach of Site security of which you become aware. NREA cannot and will not be liable for any loss or damage arising from any unauthorized access or use of your User ID and password.

Proprietary Content
NREA respects the intellectual property rights of others and expects you to do the same. NREA has expended substantial time, effort and funds to create the Site and to collect and provide the materials, products and services that are available through the Site. You understand and agree that NREA owns or (where required, appropriate or applicable) has been licensed by third parties to use all right, title and interest in and to the Site and the products and services made available on or through the Site, and all information, text, data, databases, graphics, images, sound recordings, audio and visual clips, logos, software, and other content contained therein, and the collection, design, selection and arrangement thereof (collectively, the “Content”) documents that are accessed, used or obtained on or through the Site). You acknowledge that the Content contains valuable proprietary information that is protected by applicable intellectual property and other proprietary rights and laws of the United States and other countries, and that you acquire no ownership interest by accessing and using the Site and the Content. Such intellectual property and proprietary rights include, but are not limited to, various patents, copyrights, trademarks and service marks, registered trademarks and service marks, trade dress protection and trade secrets, and all such rights are and shall remain the property of NREA and its licensors.

Use of Content
All the information, content, services, and software displayed on, downloaded from, transmitted through, or used in connection with this Site, is owned by NREA.  You may not use such material except as provided in these Terms of Use. 

NREA grants you a limited license to access and make personal use of this Site and the Content for legitimate purposes. You may not use such material except as expressly provided for in these Terms of Use or in an applicable, validly executed license or service agreement between you and NREA, any alteration, modification, reproduction, redistribution, retransmission, redisplay or other use of any Content in any other manner or for any other purpose constitutes an infringement of NREA’s intellectual property and other proprietary rights.  You may use our online content solely for your personal limited commercial use as authorized by NREA.  No other use is permitted.  You may not, for example, republish the contents of our documentation, nor distribute this content to others, whether or not for payment or other consideration, and you may not modify, copy, reproduce, sell, publish, transmit, display, or otherwise use any portion of our content without the written consent of NREA. 

Compliance with Law
You access and use the Site and the materials, products and services available on or through the Site at your own initiative and risk. In connection with your access to and use of the Site and that of any person authorized by you to use the Site, you are responsible for compliance with all applicable laws, regulations and policies of all relevant jurisdictions. Recognizing the global nature of the Internet, you agree to comply with all applicable local rules regarding online conduct and acceptable content. You expressly agree to comply with all applicable laws regarding the transmission of data or information out of the country in which you reside. You further agree not to upload to the Site any data or software that cannot be exported without prior written government authorization, including, but not limited to, certain encryption software. These assurances and commitments by you shall survive termination of these Terms of Use.

NREA Privacy Policy
Information that you provide or that we collect about you through your access to and use of this Site is subject to our Privacy Policy, the terms of which are hereby incorporated into these Terms of Use by reference. We encourage you to read and become familiar with our privacy practices. To review our Privacy Policy, please click here.

Linked Sites
For your convenience, certain hyperlinks may be provided on the Site which link to other websites that are not under the control of NREA. NREA does not sponsor or endorse such websites and is not responsible for the accuracy, content or any aspect thereof. NREA disclaims all liability for such websites, and for any use of the links to such websites or use of such websites themselves. We also disclaim all liability and make no representations or warranties for any products or services made available, sold or provided to you by any third party. Your use of other websites, and the offer or purchase of products or services on or through such other websites, is subject to the terms and conditions thereof. You agree that you will bring no suit or claim against NREA arising from or based on your use of, or the offer or purchase of products or services on or through, such other websites. Links do not imply that NREA is affiliated or associated with, or is legally authorized to use any trademark, tradename, logo or copyright symbol displayed in connection with or accessible through such links, or that any linked site is authorized to use any trademark, trade name, logo or copyright symbol of NREA or any of its affiliates.

Disclaimer
Although NREA strives to make this Site and the materials (such as NREA documents) and services provided through this Site helpful, reliable and current, you understand that your access to and use of the Site and all materials, products and services available through it and NREA are at your own initiative and risk. It is your responsibility to take precautions to ensure that any information, materials, software or data that you access, use, download or otherwise obtain on or through the Site and NREA are: (i) up-to-date, accurate, complete, reliable, and suitable to and appropriate for the purpose for which you may desire to use them; and (ii) free of viruses and other destructive routines. ALL MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THIS SITE AND THROUGH NREA ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT ANY WARRANTIES OR GUARANTIES WHATSOEVER, WHETHER EXPRESS OR IMPLIED. NREA DISCLAIMS ALL WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND INFRINGEMENT. NREA DOES NOT REPRESENT, WARRANT OR COVENANT THAT THIS SITE AND THE MATERIALS (INCLUDING, BUT NOT LIMITED TO, NREA DOCUMENTS), PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THIS SITE AND THROUGH NREA ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, RELIABLE, APPROPRIATE FOR ANY PARTICULAR USE TO WHICH YOU, OR YOUR COMPANY, MAY CHOOSE TO PUT THEM, OR THAT THEY ARE OR WILL BE AVAILABLE ON AN UNINTERRUPTED AND ERROR-FREE BASIS, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE AND THE MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THIS SITE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

Content and Maintenance of NREA Documents
NREA ASSUMES NO RESPONSIBILITY OR OTHER OBLIGATION WHATSOEVER FOR THE SELECTION, MAINTENANCE AND UPDATING OF NREA DOCUMENTS ACCESSIBLE, ACCESSED AND OBTAINED ON OR THROUGH THE SITE OR OTHER PRODUCTS AND SERVICES OF NREA, BY OR ON BEHALF OF YOU, OR YOUR COMPANY. IN NO EVENT SHALL NREA BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY LOSS, DAMAGE OR EXPENSE RELATING TO THE SELECTION, MAINTENANCE, UPDATING, RETENTION, AVAILABILITY, ACCESSIBILITY OR USE OF NREA DOCUMENTS BY YOU, YOUR COMPANY, OR ANY THIRD PARTY. YOU ARE RESPONSIBLE FOR CONFIRMING THAT ANY NREA DOCUMENT THAT YOU MAY ACCESS, SELECT, USE, OR OTHERWISE OBTAIN FROM THE SITE OR NREA, IS APPLICABLE TO AND APPROPRIATE FOR THE SPECIFIC PRODUCT FOR WHICH YOU SEEK OR NEED AN NREA DOCUMENT. YOU ACKNOWLEDGE THAT NREA DOES NOT PRODUCE THE INFORMATION CONTAINED IN NREA DOCUMENTS AND THAT NREA ASSUMES NO RESPONSIBILITY, LIABILITY OR OBLIGATION WHATSOEVER WITH RESPECT TO THE ACCURACY, USEFULNESS, COMPLETENESS OR CURRENCY OF INFORMATION CONTAINED IN ANY NREA DOCUMENT ACCESSED OR ACCESSIBLE ON OR THROUGH THE SITE OR THE PRODUCTS AND SERVICES OF NREA.

Limitation of Liability
NEITHER NREA, ITS SUBSIDIARIES, CONTRACTORS, SUPPLIERS, CO-BRANDERS AND OTHER SIMILAR ENTITIES, NOR THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS OF ANY OF THE FOREGOING (ALL SUCH INDIVIDUALS AND ENTITIES AS LISTED HERETOFORE IN THIS SENTENCE, COLLECTIVELY, THE “NREA ASSOCIATES”), SHALL BE LIABLE TO YOU, YOUR COMPANY, OR ANY THIRD PARTY FOR ANY LOSS, COST, DAMAGE OR OTHER INJURY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH: (A) YOUR USE, NEGLIGENT USE OR NON-USE, OR YOUR RELIANCE ON OR FAILURE TO RELY ON THE SITE, THE CONTENT, AND THE MATERIALS (INCLUDING, BUT NOT LIMITED TO, NREA DOCUMENTS), PRODUCTS AND SERVICES ACCESSIBLE, ACCESSED OR USED ON OR THROUGH THE SITE OR NREA; (B) ANY DECISIONS MADE OR NOT MADE, OR ACTIONS TAKEN OR NOT TAKEN BY YOU, YOUR COMPANY, OR ANY THIRD PARTY WITH REGARD TO, IN RELIANCE ON, OR AS A RESULT OF, ACCESS AND USE OF THE SITE, THE CONTENT, AND THE MATERIALS (INCLUDING, BUT NOT LIMITED TO, NREA DOCUMENTS), PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE AND NREA; (C) NREA’S PERFORMANCE OF OR FAILURE TO PERFORM ITS OBLIGATIONS UNDER OR IN CONNECTION WITH THESE TERMS OF USE, OR (D) YOUR PURCHASE AND USE OF ANY GOODS OR SERVICES PROVIDED BY THIRD PARTIES THROUGH NREA. UNDER NO CIRCUMSTANCES SHALL THE NREA ASSOCIATES BE LIABLE TO YOU, YOUR COMPANY OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL OR SIMILAR DAMAGES OR COSTS (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO PROPERTY, LOSS OF USE, BUSINESS INTERRUPTION AND CLAIMS OF THIRD PARTIES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, THE USE, NEGLIGENT USE OR NON-USE OF MATERIALS (INCLUDING, BUT NOT LIMITED TO, NREA DOCUMENTS), PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE OR NREA, THE USE, COPYING OR DISPLAY OF THIS SITE OR THE CONTENT, TRANSMISSION OF INFORMATION TO OR FROM THE SITE OVER THE INTERNET, OR ANY OTHER CAUSE BEYOND THE CONTROL OF NREA), EVEN IF NREA WAS ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. IN A jurisdiction that does not allow the exclusion or limitation of liability for certain damages, the liability of THE NREA ASSOCIATES shall be limited in accordance with these Terms of Use to the fullest extent permitted by law. Without limiting any of the foregoing, if ANY OF THE NREA ASSOCIATES ARE found liable to you or any third party AS A RESULT OF any claims or OTHER matters arising under or in connection with these Terms of Use, THE NREA aSSOCIATES’ COLLECTIVE, aggregate and maximum liability for all such CLAIMS AND OTHER matters in any calendar year shall not exceed $100.

Indemnification
You agree to indemnify, defend and hold all of the NREA Associates harmless from and against all claims, demands, suits or other proceedings, and all resulting loss, damage, liability, cost and expense (including reasonable attorneys’ fees), made by any third party due to or arising out of content, data or information you submit, post to or transmit through the Site, your access to and use, negligent use or non-use of the Content, the Site and other materials (such as NREA documents), products and services available on or through the Site and NREA, your violation of these Terms of Use or your violation of any rights of another. We reserve, and you grant to us, the right to assume exclusive defense and control of any matter subject to indemnification by you. All rights and duties of indemnification set forth herein shall survive termination of these Terms of Use.

Jurisdiction
This Site was created and is presently maintained, located and controlled by NREA in the State of Oregon.  These Terms of Use shall be governed by and construed under the law of the State of Oregon, without regard to conflicts of law principles or rules thereof. Any legal action arising out of or related to these Terms of Use and your access to and use of this Site must be commenced within one year after the cause of action arises.

Excepting injunctive relief, any dispute, controversy or claim arising out of, in connection with, or relating to, these Terms of Use or any breach or alleged breach of these Terms of Use, shall, upon request of any party involved, be submitted to mediation in Multnomah County, Oregon.  If a settlement cannot be reached through mediation, the parties agree that the dispute will be submitted to and be settled by arbitration in Multnomah County, Oregon.  Such arbitration shall be in accordance with Uniform Arbitration Act (UAA) as in effect, and as hereinafter amended.  Any award rendered shall be final and conclusive upon the parties, and a judgment on such award may be entered in the highest court of the forum, state or federal, having jurisdiction.  The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for and bear the cost of their respective own experts, evidence and counsel's fees.  The parties to either mediation or arbitration recognize that mediation sessions are settlement negotiations and that settlement negotiations are inadmissible in any litigation or arbitration of their dispute, to the extent allowed by law.  The parties will not subpoena or otherwise require the mediator to testify or produce records, notes, or work product in any future proceeding beyond mediation.  In addition, the parties agree that all information obtained in either the mediation or arbitration process is strictly confidential and further agree that the party not otherwise having such information available to them other than through the mediation or arbitration process shall hold all such information in confidence.

Changes to Terms
These Terms of Use are subject to amendment by NREA from time to time. All such changes are effective immediately upon notice thereof, which we may give by any means, including, but not limited to, posting a revised version of these Terms of Use or other notice on this Site. It is your responsibility to review these Terms of Use frequently to remain informed about any changes to them, as your continued use of this Site signifies your continuing consent to be bound by these Terms of Use as amended. We expressly reserve the right to make any changes to these Terms of Use, or to the Site and its contents, at any time without prior notice to you.  Your continued use of this Site will indicate your acceptance of any changes that we do make. The most current Terms of Use will always be available for your review at www.realtyexchangeadvisors.com. 

Miscellaneous
These Terms of Use and the NREA Privacy Policy referenced herein (as each may be revised and amended from time to time according to their respective terms), together with any applicable, validly executed licenses or services agreements between you or your Company and NREA collectively constitute the entire agreement with respect to your access to and use of the Site and the materials, products and services available on or through the Site or NREA. Our electronically or otherwise properly stored copy of these Terms of Use shall be deemed to be the true, complete, valid, authentic and enforceable copy of these Terms of Use and you agree that you shall not contest the admissibility or enforceability of NREA’s copy of these Terms of Use in a court in connection with any proceeding arising out of these Terms of Use. These Terms of Use does not confer any rights, remedies or benefits upon any person other than you and NREA. NREA may assign its rights and duties under these Terms of Use at any time to any party without notice. You may not assign these Terms of Use without the prior written consent of NREA. These Terms of Use shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. Should any provision of these Terms of Use be held to be void, invalid, unenforceable or illegal by a proper legal authority, the validity and enforceability of the other provisions shall not be affected.

Questions
Please contact us with any questions regarding this Site or these Terms of Use by e-mail at service@realtyexchangeadvisors.com or by our customer service line at 888-949-NREA (6732).

Acknowledgement