Effective 9.15.2016
Real Estate Brokers, Real Estate Agents, Certified or Licensed Appraisers and Inspectors shall be referred to as “Vendors.”
As a material condition for receiving requests for broker price opinions, appraisals and/or other data, Vendor acknowledges and consents to the following:
1. Relationship of Vendor to Clear Capital: Vendor acknowledges that Vendor is acting solely as an independent contractor and not in any manner as an agent or employee of Clear Capital. Vendor shall not directly or indirectly communicate to any person or party that he or she is acting otherwise. Vendor agrees that he or she will provide all equipment, transportation, materials, data and facilities required in connection with the activities and services to be carried out for Clear Capital, and will be responsible for all expenses or losses incurred in connection therewith. Vendor acknowledges and agrees that as an independent contractor, he or she is not eligible to participate in any benefits otherwise available to employees of Clear Capital, including but not limited to participating in any employee-sponsored benefit plans or unemployment insurance compensation. Vendor is likewise responsible for the timely filing of all relevant business or self-employment income tax returns and for the payment of all income taxes, including estimated taxes, incurred in connection with vendor’s services. Payment for vendor’s services is dependent upon satisfactory completion of the assignment.
2. Insurance: Vendor warrants that he or she is currently insured for professional errors and omissions (“E & O”) insurance covering the activities and services to be carried out for Clear Capital and that said coverage is in accordance with any applicable laws and regulations. The sole exception to this insurance requirement applies to the providing of reports to Clear Capital that are titled “Property Inspections” or “PI.” Vendor understands and agrees that Clear Capital will rely on this warranty. Broker/Agent Vendors shall furnish such evidence of E & O insurance as may be reasonably requested by Clear Capital during the term of this relationship. The Vendor is responsible for reviewing E & O terms for coverage limits. Appraiser Vendors shall only be required to provide evidence of E & O insurance coverage if specifically requested to do so in the instructions submitted with a letter engaging the Vendor for a particular report. In such instances, the Appraiser Vendor shall comply by attaching a copy of the declarations page of a current E & O policy to the completed report file delivered to Clear Capital. All Vendors further agree that Clear Capital may, in its sole discretion, require the Vendor to provide evidence of relevant liability coverage for a vehicle used in the course of providing a report for Clear Capital.
Broker/Agent Vendors shall furnish such evidence of E & O insurance as may be reasonably requested by Clear Capital during the term of this relationship. The Vendor is responsible for reviewing E & O terms for coverage limits. Appraiser Vendors shall only be required to provide evidence of E & O insurance coverage if specifically requested to do so in the instructions submitted with a letter engaging the Vendor for a particular report. In such instances, the Appraiser Vendor shall comply by attaching a copy of the declarations page of a current E & O policy to the completed report file delivered to Clear Capital.
All Vendors further agree that Clear Capital may, in its sole discretion, require the Vendor to provide evidence of relevant liability coverage for a vehicle used in the course of providing a report for Clear Capital.
3. Status of Licensed Vendor: Vendor warrants that, unless he or she is only providing Property Inspection (PI) services, he or she (as well as any person providing assistance requiring licensing) is an Appraiser and/or real estate professional duly licensed by the applicable state licensing agency (such as the Department of Real Estate in the state of operation), and that the license is current and in good standing, with no known pending litigation or investigations, and will continue to be current and in good standing at the time of completing any reports or opinions for Clear Capital. Vendor shall furnish the license number in his or her Clear Capital account profile as a condition of receiving assignments from Clear Capital. Vendors with Salesperson licensure must follow their state and local rules and requirements regarding the identification of broker affiliation for remuneration. The Vendor will immediately report any disciplinary action or pending litigation or investigations on any Real Estate Professional license held by the Vendor.
Vendor agrees to update his or her Clear Capital account profile online or inform Clear Capital of any changes or modifications in insurance coverage or license status as set forth in items (2) and (3) within 24 hours of such change or modification.
4. Indemnification: Vendor agrees to indemnify and hold Clear Capital harmless from any claims, costs, losses, damages, judgments and expenses, including but not limited to reasonable attorney’s fees and expenses, relating to or arising out of any breach of this Agreement and from any and all claims for injury or loss to any person or damage to any property arising from or caused by (whether in whole or in part, directly or indirectly) Vendor’s actions or omissions while conducting any part of the solicitation fulfillment process, to the fullest extent permitted by law.
5. Confidentiality of Product Reports: Vendor recognizes and agrees that any reports or opinions transmitted to Clear Capital, as well as any information provided by Clear Capital to Vendor, is Clear Capital’s property, and Vendor will not share, transmit, or provide access to the reports, opinions or information (or use the reports, opinions or information for any unauthorized purpose) without first obtaining the express written consent of Clear Capital. Vendor will contact support@ClearCapital.com to obtain consent. Vendor further acknowledges that he or she may receive nonpublic personal information (“NPI”) about consumers in the course of providing a report or opinion, and Vendor agrees that such information is private, confidential and not to be shared with or accessed by anyone other than a bona fide representative of Clear Capital unless otherwise specifically agreed to in writing by Clear Capital. Vendor agrees to immediately report any and all security breaches within its processes or operating systems that may potentially compromise any such NPI data to Clear Capital’s Vice President of Compliance at compliance@clearcapital.com.
6. Access to Account: Vendors will refrain from providing access to their ClearCapital.com account to any person or group that has not been authorized by Clear Capital, other than associated persons who have a need to access the account and who agree to be bound by this acknowledgement and consent. Vendors violating this provision may have their account suspended immediately and will be liable for any loss of revenue or damages incurred by Clear Capital that directly or indirectly was the result of allowing unauthorized access to a ClearCapital.com account.
7. Vendor Code of Conduct: While fulfilling report solicitations on behalf of Clear Capital, Vendor agrees to conduct himself or herself in a manner consistent with the Clear Capital Code of Conduct. The Clear Capital Code of Conduct includes, but is not limited to, conducting oneself in a safe, courteous, and professional manner, and following all applicable laws relating to trespassing, privacy, and fair housing. Clear Capital expects all Vendors who are licensed REALTORS®, to uphold the National Association of REALTORS® (NAR) Code of Ethics. Vendor agrees to practice the applicable principles of equal employment opportunity and non-discrimination in all its business activities. In addition, Vendor agrees that all incoming and outgoing phone calls between Vendor and Clear Capital may be recorded for quality assurance purposes.
8. Except as otherwise required by applicable laws and regulations, Clear Capital’s standard policy is to pay Vendors no later than the first week of the month following the date on which a report is completed and approved by Clear Capital.
9. Vendors shall permit Clear Capital, the Client ordering the report, and applicable regulatory officials to perform audits at the Vendor’s office of the Vendors products, services and policies and procedures and for the purpose of ensuring performance of this agreement and compliance with applicable laws.
10. Clear Capital may choose, with or without notice, to cease soliciting the services of registered Vendors for any reason, to the extent legally permissible.
11. Vendor and Clear Capital agree that any legal disputes which cannot be resolved informally between them will be resolved exclusively through final and binding arbitration in Truckee, California conducted under the auspices of Judicial Arbitration and Mediation Services, Inc., Sacramento, California (“JAMS”), pursuant to JAMS’ Comprehensive Arbitration Rules and Procedures. These Terms of Use will be governed by California law.
These Terms of Use are available for review through your Clear Capital account. Clear Capital reserves the right to change or amend these Terms of Use from time to time. Upon your first login to your account each year (after January 1st) or if there are changes to the terms during the year you will be prompted to read and agree/disagree to the new terms prior to receiving requests to complete appraisals, BPOs or data products.”