Last Updated 11/1/2024

Please carefully read these Terms of Service (this “Agreement”). This Agreement between you and ClearCapital.com, Inc. as well as our affiliates and subsidiaries (collectively “Clear Capital”, “us”, “our”, or “we”) governs your use of the websites, applications, and electronic communications that link to this Agreement (collectively, the “Platform”) and the training materials, content, and services available through the Platform (collectively, Platform and all related materials, content, and services are referred to herein as the “Services”. Additional terms to this Agreement may be stated in Exhibit A (below) – Please Review Carefully.

By accessing the SERVICES, you agree to be bound by this Agreement WITHOUT ANY MODIFICATION. DO NOT ACCESS OR USE THE SERVICES IN ANY WAY IF YOU DO NOT AGREE TO THIS AGREEMENT. IF YOU ARE ACCESSING AND USING THE SERVICES ON BEHALF OF AN ENTITY, YOU HEREBY REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO ACT ON BEHALF OF SUCH ENTITY AND TO BIND SUCH ENTITY TO THE TERMS OF THIS AGREEMENT.

IMPORTANT NOTICE: YOUR USE OF THE SERVICES IS SUBJECT TO AN ARBITRATION PROVISION IN SECTION 10, REQUIRING ALL CLAIMS TO BE RESOLVED VIA INDIVIDUAL BINDING ARBITRATION.

1. Registration and Eligibility for Services

• Registration.
  In order to utilize some of the Services’ features, you may need to register and create an account. In order to create an account, you must complete the registration process by providing Clear Capital with complete and accurate information we may require, including but not limited to, contact information, a username, and password. You shall protect your password and take full responsibility for your own and third-party activities that occur under your account. You agree to notify Clear Capital immediately of any unauthorized use of your account or any other breach of security. If you create an account on behalf of an entity, this Agreement binds both you and the entity.
• Refusal of Service.
  Clear Capital reserves the right, with or without notice, to terminate the account of, or refuse service to, any persons that violate this Agreement, violate any party’s intellectual property rights, abuse other users of the Services, misuse the Services, or otherwise engage in inappropriate conduct, as determined by Clear Capital in its sole discretion.
• Information Submission and Age Restriction.
  By submitting any information through the Services, you represent and warrant that you are 18 years of age or older, and, if under the age of majority in your state, you are either an emancipated minor, or have obtained the legal consent of your parent or legal guardian to enter into this Agreement and use the Services. Clear Capital does not intend to use the Services to collect any information from children under age 18. Pursuant to 47 U.S.C. § 230(d), you are notified that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. For information on providers of such services, contact your information technology professional.
• Electronic Communications.
  By accepting this Agreement and using the Services, you consent to receive electronically all communications or notices sent by Clear Capital with regard to the Services or this Agreement to any email address you provide to Clear Capital. It is your responsibility to update your contact information provided to Clear Capital. In order to receive electronic communications, you must have a working connection to the internet and meet any specifications required by your email service provider. Clear Capital may send communications in a non-electronic format in Clear Capital’s discretion.
• Consent to Receive Text Messages.
  If you provide a mobile phone number, you agree that Clear Capital (or its representatives, employees, agents, or affiliates), on behalf of itself or a third party, may contact you with offers or other advertising information relating to goods or services. You further agree that we may use auto-dialer or artificial voice technology or prerecorded messages to send such communications. You represent and warrant that you are the subscriber of any phone number provided or otherwise have the authority to consent to us using the phone number as described in this Section. You may opt-out of receiving these messages by following instructions We may provide from time to time. Please note that your choice to opt-out of receiving the communications as described in this Section does not affect any consent you provided to any third party. This section shall survive any expiration or termination of the Agreement.

 

2. Revisions to this Agreement.
We may revise and update this Agreement from time to time, and will post the updated Agreement to the Services. Unless otherwise stated in the amended version of the Agreement, any changes to this Agreement will apply immediately upon posting. Other than updating the date at the top of the Agreement, we generally will not notify you of any such changes by email or other personal contact, but we reserve the right to do so. You should revisit these Terms on a regular basis as revised versions will be binding upon you. Your continued use of these Services will constitute your agreement to any new provisions within the revised Agreement.

3. Access to and Use of the Services; Proprietary Rights.

• • Ownership.
    All content included on the Platform or in the context of any related Services, is the intellectual property of Clear Capital. Said Copyrighted Content includes, but is not limited to, all text, graphics, video, logos, audio, and any combination of the foregoing, as well as any and all software effectuating the foregoing or otherwise implementing any and all functionality related to the Platform and its related Services. All Copyrighted Content, derivations and compilations of the same, are protected by all applicable U.S. and international copyright laws. The Platform and related Services and any and all Copyrighted Content may only be used as permitted by Clear Capital. All other uses, including reproduction, copying, derivation, distribution, sale, transfer, rental, lease, lending, performance. display, or transmission, of Copyrighted Content are strictly prohibited.
  • Access and Use of the Services.
    Subject to, and in accordance with, this Agreement, and contingent upon all required payments, Clear Capital agrees to provide you with a non-exclusive, non-transferable account enabling you to access and use the Services and not for service bureau, time-sharing, or similar services. Each user account is valid for one user only and may not be shared concurrently or otherwise by or among multiple users.You are not permitted to use, share or transfer access to the Services in excess of the usage limitations set forth in this Agreement or in any manner not expressly authorized by this Agreement or applicable law. Your authorization to access and use the Services is automatically revoked if you violate any of this Agreement. Clear Capital reserves the right to revoke your authorization to access or use the Services at any time for any reason. Except as otherwise provided in this Agreement, no part of the Services and no Clear Capital Content may be copied, reproduced, uploaded, posted, publicly displayed, transmitted, or distributed in any way to any other computer, server, Services, or other medium for publication or distribution or for any commercial use without Clear Capital’s prior express written consent. Your access to these Services is provided on a temporary basis with no guarantee for future availability.
  • Services Availability.
    We reserve the right to withdraw or amend this Platform, and any service or material we provide on the Platform, in our sole discretion without notice. There may be times when the Services is unavailable due to technical errors or for maintenance and support activities. We do not represent, warrant, or guarantee that the Services will always be available or is completely free of human or technological errors. We will not be liable if, for any reason, all or any part of the Platform are unavailable at any time or for any period.You must provide the equipment and Internet connections necessary to access the Services at your own expense. We do not guarantee that the Services will operate with your computer, mobile device, internet service plans, or mobile provider service plans or with any particular computer or other piece of hardware, software, equipment, or device you install on or use with your computer.
  • Changes to the Platform
    We may update the content on the Platform from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Platform may be out of date at any given time, and we are under no obligation to update such material.We may from time to time develop and provide Platform updates, which may include upgrades, bug fixes, patches and other error corrections or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. Based on your mobile device settings, when your mobile device is connected to the internet either:
    • the Application will automatically download and install all available Updates; or
    • you may receive notice of or be prompted to download and install available Updates.

    You will promptly download and install all Updates and acknowledge and agree that the Application or portions of it may not properly operate if you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.

    You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.

  • Security.
    You shall be solely responsible for the security, confidentiality and integrity of all information that you receive, transmit through or store on the Services. You understand that we cannot and do not guarantee or warrant that files available for downloading from the Internet or the Platform will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Platform for any reconstruction of any lost data. No data transmission over the Internet can be guaranteed to be 100% safe. Thus, we cannot warrant that your information will be absolutely secure. You shall be solely responsible for any authorized or unauthorized access and use of your account by any person. You have the affirmative responsibility to monitor and control access to your account information.
  • Offerings and Pricing.
    The Services provided under the Agreement may vary from current form, may have varying levels of content or requests for Information, or may have different pricing. We may make changes in price or availability of any new or changes in Services at any time and for any reason, with or without notice and without any liability whatsoever. To the extent you have a separate agreement with Clear Capital regarding pricing for specified Services, that agreement shall take precedence over this Agreement.
  • Appraisal Management Services and Appraiser Independence.
    You understand and agree to those terms applicable to you in Exhibit A regarding the ordering and use of any appraisal products or services.

 

4. User Representations; Restrictions on Use of Services.
You represent and warrant to Clear Capital that:

• • • You are at least 18 years of age;
    • Your use of the Platform and Services does not and will not constitute a breach or violation of any other agreement, contract, terms of use, or similar policy or understanding to which you are or may be subject;
    • You will not use the Platform or the Services to violate any statute, law, rule or regulation, to violate any agreement between Clear Capital and you, or to otherwise violate the legal rights of Clear Capital or any third person;
    • All information provided by you to Clear Capital is truthful, accurate and complete;
    • You are an authorized signatory of the credit or debit card, ACH account or other payment method, if any, provided to Clear Capital to pay the Fees, Taxes, purchase prices, and other charges;
    • You have provided and will maintain accurate and complete registration information with Clear Capital, including, without limitation, your legal name, address and telephone number;
    • You will not access or use the Services in order to gain competitive intelligence about Clear Capital, the Services, or any product or service offered by Clear Capital or to otherwise compete with Clear Capital;
    • You are in fact an authorized representative of the entity on behalf of which you purport to act; and
    • You will comply with all the terms and conditions of this Agreement.

In addition to complying with any other posted terms and conditions applicable to your use of the Services, you agree that when using the Services, you will not:

• • • Upload, post, transmit or otherwise make available any Information that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
    • Harm any person(s) in any way;
    • Use the Services or any Clear Capital Content in any way or for any purpose that would violate, or would have the effect of violating, any applicable laws, rules or regulations or any rights of any third parties, including without limitation, any law or right regarding any copyright, patent, trademark, trade secret, or other proprietary or property right, false advertising, telemarketing, unfair competition, defamation, invasion of privacy, rights of celebrity, or other federal or state law, rule, or regulation;
    • Delete, modify, or attempt to change or alter any of the Clear Capital Content or notices on the Services;
    • Introduce into the Services any virus, rogue program, time bomb, drop dead device, back door, trojan horse, worm or other malicious or destructive code, software routines, denial of service attack, or equipment components designed to permit unauthorized access to the Services, or to otherwise harm other users, Clear Capital Content, or any third parties, or perform any such actions;
    • Use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party’s use of the Platform, including their ability to engage in real time activities through the Platform;
    • Use the Services to commit fraud or conduct other unlawful activities or to impersonate any person or otherwise falsely state or misrepresent your relationship with a person;
    • Access or attempt to access any other person’s account, information, or content without permission;
    • Copy, modify, create derivative works, reverse engineer, decompile, disassemble, or otherwise attempt to learn the source code, structure, or ideas upon which the Services is based;
    • Use any bot, spider, or other automatic or manual device or process for the purpose of harvesting or scraping the information contained on the Services for any reason;
    • Frame or mirror any part of the Services;
    • Connect to or access any Clear Capital computer system or network without authorization;
    • Use any of Clear Capital’s trademarks without approval, or remove or modify any copyright, trademark, or other intellectual property notice that appear on the Platform;
    • Use the information in the Services to create or sell a similar service; or
    • Attempt to, or permit or encourage any third party, to do any of the above.

In order to protect the integrity of the Services, Clear Capital reserves the right at any time in its sole discretion to block users from certain IP addresses from accessing the Services. You may not use any technologies or processes to circumvent any IP blocks or other mechanism put in place by Clear Capital to limit, restrict, or prevent access to the Services.

5. User Privacy.
The Services are governed by, as applicable, the Clear Capital Privacy Policy which is located here. Please read the Privacy Policy before accessing the Services or providing any personal information through the Services.

6. Third Party Websites and Services.
The Services may use or provide access to one or more third parties to process payments, process account or user registrations, or provide other services. Your interactions with any of these third parties is controlled by the terms and conditions imposed by those third parties. Any disputes arising regarding a third party’s services must be resolved directly between user and the third party. Clear Capital disclaims all warranties or representations regarding any third-party services. Clear Capital, in its sole discretion, and without notice to you or any user, may subcontract any services related to the Services to be performed by a third party.

A link from the Services to a non-Clear Capital website does not mean that Clear Capital endorses or accepts any responsibility for the content, functioning, policies, or use of such Services, and you enter any such website at your own risk. It is your responsibility to take precautions to ensure that whatever website or other online materials that you select for use are free of viruses and other items of a destructive nature. Additionally, we suggest you review the linked site’s terms of service and privacy policy, and if you do not agree to be bound by the terms of that site, terminate your visit to that site. We are not responsible for the privacy policies and practices of the sites operated by our business partners or other third parties. Clear Capital expressly disclaims any liability related to such sites. Clear Capital also prohibits unauthorized hypertext links to the Services or the framing of any content available through the Services. Clear Capital reserves the right to disable any unauthorized links or frames.

• • • Some of the Services include Google Maps features and content, and your use of Google Maps features and content is subject to the then-current versions of the: (1) Google Maps/Google Earth Additional Terms of Service at https://maps.google.com/help/terms_maps.html; and (2) Google Privacy Policy at https://www.google.com/policies/privacy/.
    • Some of the Services allow you to use Stripe Connect to make purchases, which may require additional processing or application fees that are detailed when you connect to Stripe. Your use of Stripe is subject to the then-current versions of the: (1) Stripe Connected Account Agreement at https://stripe.com/connect-account/legal ; and (2) Stripe’s Restricted Businesses at https://stripe.com/restricted-businesses.

 

7. Disclaimer of Warranties.
EXCEPT AS WE OTHERWISE EXPRESSLY PROVIDE IN THIS, THE SERVICES AND ALL RELATED SERVICES OF CLEAR CAPITAL ARE PROVIDED “AS IS”. USE OF THE SERVICES IS AT YOUR SOLE RISK. WE, OUR THIRD-PARTY LICENSORS, AND BUSINESS PARTNERS DO NOT WARRANT OR MAKE ANY PROMISES REGARDING THE CORRECTNESS, USEFULNESS, ACCURACY, AVAILABILITY, OR RELIABILITY OF: (i) YOUR USE OR THE RESULTS OF YOUR USE OF THE SERVICES; (ii) ANY ADVICE YOU GLEAN FROM THE SERVICES WHETHER PROVIDED BY US OR A THIRD PARTY; OR (iii) ANY OTHER CONTENT AVAILABLE THROUGH THE SERVICES. WE DO NOT PROMISE THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. WE GIVE NO WARRANTY OF ANY KIND, INCLUDING ANY WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. WE, OUR THIRD-PARTY LICENSORS, AND BUSINESS PARTNERS WILL HAVE NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MISDELIVERY, OR FAILURE TO STORE ANY COMMUNICATION, OR CONTENT. WE DO NOT MAKE ANY REPRESENTATION OR WARRANTY CONCERNING ERRORS, OMISSIONS, DELAYS, OR DEFECTS IN THE SERVICES OR ANY INFORMATION SUPPLIED TO YOU VIA THE SERVICES, OR THAT FILES AVAILABLE THROUGH SERVICES ARE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE THAT INCLUDE OR MANIFEST CONTAMINATING OR DESTRUCTIVE CHARACTERISTICS. CLEAR CAPITAL IS NOT A BACKUP SERVICE FOR STORING USER DATA, AND CLEAR CAPITAL SHALL HAVE NO LIABILITY REGARDING ANY LOSS OF USER DATA. USERS ARE SOLELY RESPONSIBLE FOR CREATING BACKUPS OF ANY USER DATA UPLOADED USING THE ONLINE SERVICES.

WHILE CLEAR CAPITAL USES COMMERCIALLY REASONABLE EFFORTS TO UPDATE THE SERVICES IN ACCORDANCE WITH CONTINUALLY CHANGING LAWS, CODES, STANDARDS, REQUIREMENTS AND REGULATIONS (COLLECTIVELY, “LAWS”), INFORMATION AND FORMS, USER MUST ALWAYS EXAMINE THE MOST CURRENT LAWS, INFORMATION AND FORMS TO ENSURE THAT USER IS IN FULL COMPLIANCE WITH ANY AND ALL APPLICABLE LAWS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING DISCLAIMERS, CLEAR CAPITAL DOES NOT WARRANT THAT USE OF THE SERVICES WILL RESULT IN USER’S COMPLIANCE WITH ANY APPLICABLE LAWS, AND USER UNDERSTANDS AND ACKNOWLEDGES THAT IT IS SOLELY RESPONSIBLE FOR ENSURING ITS COMPLIANCE WITH ANY AND ALL APPLICABLE LAWS. BY PROVIDING THE SERVICES, CLEAR CAPITAL IS NOT PROVIDING USER WITH LEGAL ADVICE.

THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THESE DISCLAIMERS MAY NOT APPLY TO YOU.

8. Limitation of Liability

• • • Services and Related Conduct.
      NEITHER CLEAR CAPITAL, NOR ANY OF ITS SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, BUSINESS PARTNERS, LICENSORS, EMPLOYEES, ASSIGNEES, AND SUCCESSORS-IN-INTEREST (COLLECTIVELY, THE “CLEAR CAPITAL PARTIES”), WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CLAIMS, DEMANDS, OR CAUSES OF ACTION, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OR LOST PROFITS OR LOSS OF GOODWILL OR BUSINESS REPUTATION OR LOSS OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES OR OTHER INTANGIBLE LOSS, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, RELATING TO THIS AGREEMENT, YOUR USE OF THE SERVICES, OR ANY INFORMATION YOU OBTAIN ON IT, OR ANY OTHER INTERACTION WITH THE SERVICES, AND YOU VOLUNTARILY AND UNEQUIVOCALLY WAIVE ANY LIABILITY OF THE CLEAR CAPITAL PARTIES. FURTHER, CLEAR CAPITAL SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE TO YOU AS A RESULT OF: (A) THE USE OF OR INABILITY TO USE THE PLATFORM OR THE SERVICES; (B) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY KIND WHATSOEVER CAUSED BY YOUR ACCESS TO, USE, OR MISUSE OF THE SERVICES; (C) ANY RELIANCE, WHETHER DIRECTLY OR INDIRECTLY, PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO, AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY FINANCIAL INSTITUTION, LENDER, LICENSOR, DISTRIBUTOR, FULFILLMENT CENTER, SUPPLIER, SPONSOR OR ANY OTHER THIRD PARTY FOR WHOM YOU ARE ASKING PRODUCTS OR SERVICES; (D) ANY CHANGES WHICH CLEAR CAPITAL MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES); (E) THE DELETION OF, CORRUPTION OF, OR FAILURE TO CURE, ANY CONTENT, DATA, INFORMATION AND/OR OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES; OR (F) YOUR FAILURE TO PROVIDE CLEAR CAPITAL WITH ACCURATE INFORMATION. CLEAR CAPITAL IS NOT AN INSURER WITH REGARD TO PERFORMANCE OF THE SERVICES. THE DISCLAIMER OF WARRANTIES AND THE LIMITATION OF LIABILITY AND REMEDY ARE A REFLECTION OF THE RISKS ASSUMED BY THE PARTIES IN ORDER FOR USER TO OBTAIN THE RIGHTS TO USE THE SERVICES AT THE SPECIFIED PRICE, IF ANY. USER AGREES TO ASSUME THE RISK FOR: (i) ALL LIABILITIES DISCLAIMED BY CLEAR CAPITAL CONTAINED HEREIN; AND (ii) ALL ALLEGED DAMAGES IN EXCESS OF THE AMOUNT, IF ANY, OF THE LIMITED REMEDY PROVIDED HEREUNDER. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICES WILL BE TO STOP USING THE SERVICES.
    • Clear Capital’s Maximum Liability for Any Claim.
      IN ANY EVENT, THE MAXIMUM TOTAL LIABILITY OF THE CLEAR CAPITAL PARTIES, FOR ANY CLAIM WHATSOEVER RELATING IN ANY WAY TO THIS AGREEMENT OR YOUR USE OF THE SERVICES OR PURCHASE OF A PRODUCT THROUGH THE SERVICES OR YOUR USE OF ANY SUCH PRODUCT, INCLUDING CLAIMS FOR BREACH OF CONTRACT, TORT (INCLUDING, NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE, AND YOUR SOLE REMEDY, SHALL BE AN AWARD FOR DIRECT, PROVABLE DAMAGES NOT TO EXCEED ONE HUNDRED U.S. DOLLARS ($100.00 USD).
    • State Law Waiver.
      In entering into this release you expressly waive any protections (whether statutory or otherwise), including Section 1542 of the California Civil Code if applicable (and any other comparable statute), that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release. Section 1542 of the California Civil Code reads as follows: “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.”

 

9. Indemnification
To the fullest extent permitted by applicable law, you agree to hold harmless, indemnify, and defend Clear Capital from and against any and all claims (including liabilities, fines, damages, losses, costs, expenses, and reasonable attorneys’ fees) arising out of or relating to (i) your access to and/or use of the Platform; (ii) your breach of any term or condition of this Agreement, (iii) your violation of any law or the rights of a third party; (iv) any dispute or issue between you and a third party; (v) any information you provide through the Platform or Services: (vi) your willful misconduct; (vii) your acts or omissions during use of the Services, or (iv) your unauthorized acts or omissions during use of the Services.

You will have the right to defend and compromise such claim at your expense for the benefit of the Clear Capital Parties; provided, however, you will not have the right to obligate the Clear Capital Parties in any respect in connection with any such settlement without the written consent of the indemnified party; provided, further, Clear Capital will have the right to participate in the defense of such claim at its expense using counsel of its choice. Notwithstanding the foregoing, if you fail to assume your obligation to defend or if Clear Capital elects to defend such claims itself, the Clear Capital Parties may do so to protect their interests and you will reimburse all costs incurred by the Clear Capital Parties in connection with such defense.

This section shall survive the termination of the Agreement.

10. Agreement to Arbitrate and Prohibition on Class Actions

• • • Choice of Law.
      The validity, construction, and effect of this Agreement will be governed by the laws of the state of California, without giving effect to that state’s conflict of laws rules. Any legal suit, action or proceeding arising out of, or related to, the Agreement or the Platform, shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in Placer County, California, although we retain the right to bring any suit, action, or proceeding against you for breach of this Agreement in your country or county of residence, or any other relevant country or county. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
    • Arbitration Procedure.
      If you have any issues or dispute with Clear Capital you agree to first contact us at legal@clearcapital.com and attempt to resolve the dispute with us informally. All disputes arising out of, or relating to, this Agreement (including formation, performance, breach, enforceability, and validity of this Agreement), our operation of the Services, or a purchase made through the Services shall be resolved by final and binding arbitration pursuant to the Commercial Arbitration Rules of the American Arbitration Association. The arbitration will be held in Reno, Nevada or another location if Clear Capital consents to such other location, which consent may be withheld in the sole discretion of Clear Capital. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Agreement, including any claim that all or any part of this Agreement is void or voidable. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees, and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
    • Waiver of Class Actions; Jury Trials.
      We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. Class actions and class arbitrations are prohibited. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial.
    • Limitation on Claims.
      No action arising under this Agreement may be brought by User more than one (1) year after the cause of action has accrued.
    • Injunctive Relief.
      Without prejudice to the agreement to resolve disputes in binding arbitration set forth in the previous paragraph, either party to this Agreement may obtain preliminary injunctive relief in a court of competent jurisdiction, for the purpose of enforcing any of the terms of this Agreement pending a final determination in arbitration or permanent relief for the purpose of enforcing arbitral awards.

 

11. Digital Millennium Copyright Act Procedure
In the event you become aware of any material on the Platform that you believe infringes upon any copyright that you own or control, you may send a written notification of such alleged infringement to Clear Capital’s agent for notification of claims of copyright in accordance with the following requirements:

• • • an electronic or physical signature of the person authorized to act on behalf of the owner of the exclusive right which is allegedly being infringed;
    • identification of the copyrighted work that is alleged to have been infringed or, if more than one, a representative list;
    • identification of the material which needs to be removed or altered and a sufficiently detailed description of the location of the protected material on the site (e.g., URL);
    • a sufficient means for Clear Capital to contact you, such as your address, telephone number, and e-mail address (if available);
    • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law and that you have authority to make such a statement; and
    • a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright’s owner’s behalf.

The foregoing information shall be sent to the following address: legal@clearcapital.com with the Subject Line “DMCA Notification.”.

12. Cooperation with Law Enforcement and Regulatory Bodies.
We have the right to fully cooperate with any law enforcement authorities, regulatory agencies, or court order requesting or directing us to disclose the identity or other information of anyone sharing information with us through the Platform. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY AND/OR ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER THE COMPANY OR SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

13. Electronic Communication
By accepting this Agreement and using the Services, you consent to receive electronically all communications or notices sent by Clear Capital with regard to the Services or this Agreement to any phone number or email address you provide to Clear Capital. It is your responsibility to update your contact information provided to Clear Capital. In order to receive electronic communications, you must have a working connection to the internet and meet any specifications required by your email service provider. Clear Capital may send communications in text message or a non-electronic format in Clear Capital’s discretion. Emails sent to you by Clear Capital are governed by our Privacy Policy.

14. Miscellaneous Terms

• • • Term and Termination.
      You may terminate this Agreement at any time by closing your account, discontinuing your use of the Services, and providing Clear Capital with a notice of termination; however, you will not be entitled to any refund of any prepaid amounts. Please review this Agreement and our Privacy Policy for information about what we do with your account when terminated. We may terminate your account, suspend your ability to use certain portions of the Services and/or ban you altogether from the Services for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your account, the Services, your User Content, other content on the Services, or any other related information. In the event of any termination of this Agreement, any provisions which by their nature should continue following termination shall so continue.
    • Survival of Terms.
      The terms and conditions providing for any activity following the termination or expiration of the Agreement, any warranties, disclaimers, remedies and any indemnification obligations, and any other provision which, by its terms is intended to survive the termination of the Agreement, shall survive the termination or expiration of the Agreement.
    • Complete Agreement.
      This Agreement, along with the Privacy Policy, constitutes the entire agreement between you and Clear Capital relating to your use of, and access to, the Services and supersedes any prior or contemporaneous agreements or representations. This Agreement may not be amended except as set forth herein. Any user of the Platform may be subject to additional terms and services that may apply through the use of affiliated services or third party sites.
    • Independent Contractors.
      The parties and their respective personnel, are and shall be independent contractors and neither party by virtue of this Agreement shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other party.
    • Force Majeure.
      Clear Capital shall not be liable for any failure to perform any services or other obligation related to this Agreement or the Services to the extent that performance of its obligations are delayed or prevented by reason of any act of God, fire, natural disaster, accident, riots, acts of government, shortage of materials or supplies, or any other cause beyond the reasonable control of Clear Capital.
    • Severability.
      The provisions of the Agreement are severable. If any provision of the Agreement is declared invalid, illegal, or unenforceable by a court of competent jurisdiction, such invalidity, illegality, or unenforceability will not affect any other provision of the Agreement, and the remainder of the Agreement will remain entirely in force.
    • No Waivers.
      Our failure to enforce or exercise any provision of this Agreement or related right will not constitute a waiver of that right or provision. This Agreement shall not be modified by any course of performance or course of dealing.
    • No Assignments and Transfers.
      No rights or obligations under this Agreement may be assigned or transferred by you, either voluntarily or by operation of law, without our express prior written consent and in our sole discretion. We reserve the right to transfer, assign, sublicense or pledge this or any part of the Agreement or the Services, without notice and without your consent.
    • No Third Party Beneficiaries.
      Subject to Sections 8 and 9, nothing in this Agreement will confer upon any person or entity, other than the parties, any rights, remedies, obligations, or liabilities whatsoever.
    • Notices.
      You shall provide any notices to us under this Agreement by e-mail or mail using the contact information provided below. Unless you tell us otherwise, or the law requires otherwise, you agree to receive all communications from us by e-mail or through posting notices to your account. You are responsible for providing Clear Capital with up-to-date contact information, which you may do by updating your account information through the Services or by sending a message to us via the contact information provided below. You agree that all communications that we send to you electronically satisfy any legal requirement that a communication be in writing. You may print the communications for your records.

 

15. Other Agreements with Us.
Unless expressly stated otherwise, your purchase or use of any products purchased may be subject to additional terms of use that will be reflected on the product.

If you enter with us into a separate agreement, order form, or statement of work with product specific terms (“Product Agreement”), then the Product Agreement shall apply. If there is a conflict between an applicable term in these Terms of Service and the Product Agreement, then the Product Agreement will control with respect to that specific term as it relates to your use of that product, service, or portion thereof.

16. Contact Us.
If you have any questions or need to contact us for any reason relating to this Agreement, please e-mail: legal@clearcapital.com or write to us at:

ClearCapital.com, Inc.
Attn: General Counsel
300 E 2nd St, Ste 1405
Reno, NV 89501

Additional terms regarding your use of ClearProp^TM:

This analysis has not been performed in accordance with the Uniform Standards of Professional Appraisal Practice which requires valuers to act as unbiased, disinterested third parties with impartiality, objectivity and independence and without accommodation of personal interest. The analysis is not an appraisal or broker price opinion and should not be relied on as such.

Use of this analysis is subject to the terms of use agreed to by the user and any contracts in place between ClearCapital.com, Inc. (“Clear Capital”) and the user. Although the information in this report has been derived from sources that are deemed to be reliable, the information may be inaccurate or incomplete, and electronic versions of this report may contain additional information not included herein. Further, this analysis has been generated on an automated basis from available data and did not include a physical inspection of the applicable property or neighborhood. Therefore, no guarantees or warranties are made as to the accuracy of this report, the characteristics, condition or existence of the property, or any other information included in the analysis.

Appraisal Management Services and Appraiser Independence:

Appraisal Order Restriction: Federal law prohibits an appraisal management company from performing appraisal management services for federally related transactions in a State (defined as the 50 states, District of Columbia, and the territories of Guam, Mariana Islands, Puerto Rico, and the U.S. Virgin Islands) in which Clear Capital is not or cannot be registered by August 10, 2019. A State that does not register appraisal management companies is considered a “non-registering state.” Clear Capital can continue to provide appraisal services in non-registering states for non-federally related transactions as well as non-appraisal services for all transactions. You understand this restriction and agree not to place an order for appraisal services for a federally related transaction in a non-registering state.

Appraisal Independence and Appraisal Management Services: To the extent you order any appraisal or other products that are subject to the appraisal independence requirements found in the Truth in Lending Act and its corresponding regulations, state laws and regulations, or the requirements of government sponsored enterprises, and/or any related provisions (collectively “Appraisal Independence Requirements”), the you represent and warrant to Clear Capital that such orders will be in full compliance with all applicable provisions of the Appraisal Independence Requirements and that any individuals authorized by you to place such orders or receive any appraisal reports are permissible parties under the Appraisal Independence Requirements. You will not have any communications or take any actions otherwise in violation of the Appraisal Independence Requirements. Clear Capital will provide you with a copy of its internal procedures relating to the Appraisal Independence Requirements compliance upon request. You and Clear Capital agree to reasonably cooperate with each other to demonstrate compliance with the Appraisal Independence Requirements where applicable.

To the extent that you order any appraisal products that are subject to appraisal management company (“AMC”) regulations in the State of California, Clear Capital acknowledges that as standard business practices with respect to such orders it: (a) ensures that independent appraisers contracted by Clear Capital possess the required licenses and certificates from the appropriate state licensing office; (b) reviews the work of all independent contractor appraisers to ensure that appraisal services are performed in accordance with the Uniform Standards of Professional Appraisal Practice; and (c) maintains records of the following for each service requested: (1) date of receipt of request; (2) name of the person from whom the request was received; (3) name of the client for whom the request was made, if different from the name of the person from whom the request was received; (4) name of the appraiser or appraisers assigned to perform the contracted service; and (5) date of delivery of the appraisal product to the client.