Terms of Service

CRELENDIA COMMERCIAL REAL ESTATE PROFESSIONAL SERVICE AGREEMENT AND TERMS OF USE

This Real Estate Professional Service Agreement and Terms of Use (referred to as the “Terms,” or the “Agreement”) govern your access to and use of eloanrates Inc’s website, crelendia.com, (the “Website”) and other services (collectively, such services and the Website are referred to as the “CRElendia Program”). CRElendia is a dba of eLoanRates Inc. To be eligible for compensation from eLoanRates based upon your submission of qualifying referrals (each, a “Referral”) to the CRElendia Program, you and the submission must comply with this Agreement. For the purposes of these Terms, “you” and “your” refers to you, the “Commercial Real Estate Professional”; “we,” “our,” and “us” refers to eLoanRates, Inc. (“eLoanRates”).

By accessing or using the CRElendia Website and PARTICIPATING IN THE CRElendia Program, you agree to be bound by these Terms.

eLoanRates reserves the right, at our sole discretion, to change, modify, add, or delete portions of these Terms at any time without further notice. If we do this, we will post the changes to these Terms on our Website with the date these Terms were last revised, and we may, but are under no obligation to, send you a courtesy electronic message to alert you to such changes. Your use of the Website after any such changes become effective constitutes your acceptance of the new Terms. It is your responsibility to regularly check the Website for changes to these Terms and to comply with such changes. We encourage you to print a copy of this entire document for reference, understanding and compliance before and as you access the Website or use the CRElendia Program. We also encourage you to periodically return to this page and access this information to review any changes or modifications that may have been made since your last review.

You seek access to and use of the Website to participate in the CRElendia Program. After having an adequate opportunity to read and understand the terms of this Agreement, you enter into this Agreement willingly, and agree to accept the following Terms. If you do not agree to any of the terms and conditions set forth herein, you may not use the CRElendia Website or participate in the CRElendia Program.

Authorization to Provide Services

In accordance with Terms and conditions contained herein, you represent that if you are a licensed real estate professional in the State in which you render real estate services, you represent that your license is active, current and in good standing with the applicable regulatory agency. You desire to be eligible for participation in the CRElendia Program, and as such, consent to the Terms as stated herein.

You expressly authorize eLoanRates to do the following:

    1. List and display the Real Estate Professional’s name and logo, and using its other intellectual property that has been licensed and provided to eLoanRates (see Section IV) to set up a “profile page” on the Website, which may describe the Real Estate Professional, its contact information, memberships, activities, and any other relevant information;
    2. Allow eLoanRates to cause the payment of any Program Awards awarded as a result of the Real Estate Professional’s participation in the CRElendia Program to be paid to the Real Estate Professional by check or electronic means to the bank account or address designated by the Real Estate Professional; and
    3. Allow eLoanRates to send messages which contain the name of the Real Estate Professional, including the transmission of Referrals to the commercial mortgage professional that they may have identified (a “Commercial Mortgage Professional”) to receive the Referral via the CRElendia Program, email and other electronic communications, in its sole discretion, and using whatever commercially reasonable means it chooses.

eLoanRates CRElendia Account

Access to and use of the CRElendia Website and CRElendia Program, requires Real Estate Professional to use the Website to complete the registration process for creating an account as a Real Estate Professional (referred to as a “CRElendia Account”). Access to and use of password-protected and secure areas of the Website and CRElendia Account is restricted to the Real Estate Professionals having access to that particular area. Any attempt to access restricted areas without proper authorization is prohibited. You, and you only, are responsible for maintaining the confidentiality of your password. Keep your password in a secure place and do not allow any unauthorized persons access to your password. If you become aware of any unauthorized use of your password or other security breach, you agree to notify, in writing, eLoanRates immediately.

Referrals, Payments and Taxes

The CRElendia Program allows Commercial Real Estate Professionals to receive cash rewards (referred to as “Program Awards”) for providing qualifying Referrals for Commercial Mortgage Professionals participating in the CRElendia Program. To qualify for a Program Award, the Real Estate Professional must provide a Referral for a Commercial Mortgage Professional participating in the CRElendia Program. Referrals which are not provided by eLoanRates to a Commercial Mortgage Professional participating in the CRElendia Program do not qualify for a Program Award.

The applicable rate for Program Awards is subject to change, in the sole discretion of eLoanRates. The current Program Award rates are set forth on the Website. Payment to the Real Estate Professional will be made on a schedule determined by eLoanRates, which is presently monthly via electronic funds transfer or check. Payment for a referral will not be made until the lender who has accepted and closed on the referral loan has paid eLoanRates Inc. in full. These payment schedules are subject to change at any time, and in the sole discretion of eLoanRates.

You acknowledge and agree that you are solely responsible for any and all tax obligations, if any, due to any taxing authorities arising from or in connection with your participation in the eLoanRates’ CRElendia Program. Please consult your attorney or tax professional if you should have any tax related questions.

To qualify for a Program Award in the amount of 40% of EloanRates’ gross revenue on a per deal basis or up to 50 basis points (whichever is lower), referral must satisfy all of the following conditions: (i) A requested loan amount of at least ten thousand dollars ($10,000.00); (ii) The Referral is sent to or made available by or on behalf of Purchaser; (iii) Referral information can only be submitted one time and from one agent or source; (iv) Both Purchase and Refinance commercial loans, business loans, SBA loans and merchant cash advance loans such as invoice factoring loans are valid loans (v) Loan must have funded for borrower disclosed in the referral (vi) Referral must be submitted within 30 days of closing (vii) The loan applied for (or funding sought) by the client (or substantially related entity) cannot be in process at the time the preliminary referral is submitted. The date to determine whether a loan has been applied for will be governed by the date the loan application is submitted to the lender.

If the Referral does not satisfy each of the preceding conditions, the submission does not qualify for a Program Award. If it is later determined that the submission does not satisfy any of the preceding conditions, or, if the Program Award was obtained by misrepresentation, fraud, duress or some wrongdoing on the part of the Real Estate Professional or a related party, eLoanRates is entitled to recover such Program Awards for a period of sixty (60) days from the date eLoanRates first discovers the improper payment of the Program Award.

Intellectual Property Rights

    1. Real Estate Professional Intellectual Property

You represent that (1) you own all the associated intellectual property, or (2) have the right to provide, to eLoanRates such intellectual property in connection with your use of the Website and participation in the CRElendia Program. You hereby grant to eLoanRates a nonexclusive, royalty-free, transferable, fully paid-up, world-wide license to use, copy, display, transmit, publish and distribute such intellectual property for the purpose of providing the Real Estate Professional access relating to the CRElendia Program described in this Agreement. Without limiting the generality of the foregoing, you authorize eLoanRates to include your name and logo on the Website in whatever form technically required by the Website configuration, as well as in connection with any press release, case studies, eLoanRates marketing materials or presentations, or other announcements made on or through the Website.

 

  1. eLoanRates Intellectual Property

eLoanRates shall retain all intellectual property rights in the software, tools, designs, documentation, data and any other material developed or provided by eLoanRates pursuant to this Agreement, including but not limited to the Website, CRElendia Program, and any data, text, pictures, sound, graphics, logos, marks, symbols, video, visual, oral or other digital material and any other content of any description, provided by eLoanRates pursuant hereto.

    • The names eLoanRates, the eLoanRates logo, CRElendia , the CRElendia logo, and any other product and service names of eLoanRates may not be used in connection with any product or service that is not eLoanRates’, nor in any manner that is likely to cause confusion, or in any way that may disparage or discredit eLoanRates. All content on eLoanRates’ Website is owned by eLoanRates, Real Estate Professionals, Commercial Mortgage Professionals or other original providers, and is protected by applicable intellectual property and proprietary rights and laws. No other use of the Website or CRElendia Program content is permitted without the express prior permission of eLoanRates and, where applicable, the respective owner of such intellectual property.

Use of eLoanRates Website and CRElendia Program

Any information, ideas or opinions posted or expressed by any users on the Website or CRElendia Program may not reflect our views, or the views of any other individual or organization other than that user making such remarks or taking such actions. We do not assume responsibility for the accuracy of any information, ideas or opinions posted by Real Estate Professionals, or any user of the Website or CRElendia Program, and are not liable for any claims, damages or losses resulting from such information, ideas or opinions. If you post any information, materials or other content on our Website, you authorize us to use and publish such materials in any manner we choose and without any obligation to compensate you or any other party. When posting any information, materials or content to the Website or CRElendia Program, you agree that you will not:

(a) Harass, defame, intimidate or threaten another user; (b) Interfere with another user’s rights to privacy; (c) Post any material that is defamatory (i.e., disparaging to the reputation of an individual or organization); (d) Post any material that is obscene, offensive or indecent; (e) Post any trademarks, logos, copyrighted material or other intellectual property without the authorization of the owner; (f) Operate, conduct, or promote, directly or indirectly, raffles, lotteries or other similar gaming activities, whether for charitable purposes or otherwise; (g) Post any materials that may damage the operation of a computer (such as a virus, worm or Trojan horse); or (h) Advertise, market, sell or otherwise promote any goods or services, either on their own account, or on behalf of another.

Our Website may provide links to third-party websites or services and may link you automatically to third party websites or services. We provide such links solely for the convenience of our users, and you understand that we do not review or endorse, and are not responsible for, any content, advertising, products, services or other materials on or available from such websites or services. You assume full responsibility for your use of third-party websites or services.

Electronic Communications, Spam

Use of the Website may allow you to communicate with participants in the CRElendia Program. By using any such communication tools, you agree to comply with these Terms. Certain tools may, with your consent, upload email or other information from your computer. By using such communication tools, you acknowledge that you have authorized eLoanRates to access and upload such information and to send email or other communications to any email addresses that you designate or provide in using your CRElendia Account. eLoanRates’ use of this data is subject to the Privacy Policy.

You agree that any use of email or using tools available to you through the eLoanRates Website and CRElendia Program must comply in all respects with these Terms and any and all applicable laws, including but not limited to the requirements of the CAN-SPAM Act of 2003 and the rules promulgated thereunder.

As a participant in the CRElendia Program, it is important that we be able to communicate with you. You hereby consent to the receipt of all electronic communications from us through either (i) access to your CRElendia Account on our Website, or (ii) the email address indicated in your CRElendia Account. Electronic communications are presumed to be delivered to and received by you when sent by us, whether actually received or not. You acknowledge that you have access to hardware and software that will enable you to receive and read such correspondence in electronic form.

Compliance with Laws

You agree that your use of the eLoanRates’ CRElendia Program will comply at all times with all applicable federal, state, provincial and foreign laws, ordinances, rules, regulations, orders, judgments and decrees.

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Disclaimer of Warranties

THE CRELENDIA WEBSITE AND THE ELOANRATES CRELENDIA PROGRAM ALL OTHER SERVICES OFFERED THROUGH THE CRELENDIA WEBSITE AND CRELENDIA PROGRAM ARE PROVIDED “AS IS, WHERE IS” AND “AS AVAILABLE.”

ELOANRATES HEREBY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY AS TO ACCURACY, AS ADVERTISED, COMPLETENESS, CURRENTNESS, SECURITY, NON-INFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE OF THE CRELENDIA PROGRAM OR ANY SERVICES OR OFFERINGS OFFERED THEREIN OR THAT YOUR USE OF THE SAME WILL BE UNINTERRUPTED OR ERROR-FREE.

Limitation On Liability

If you reasonably determine that any service provided through the CRElendia Website or CRElendia Program do not materially meet our obligations under these Terms, then you must notify us in writing within ten (10) days of receiving any such allegedly nonconforming services. Your failure to so notify us on a timely basis means that you accept such services, and we thereafter have no liability whatsoever with respect to such services. If you provide us with such a notice, we may, at our sole discretion, reperform the service in question or otherwise provide you with any substitution or replacement services in lieu thereof. In no event should any reperformance or provision of substitute or replacement service be construed as an admission that the original service was nonconforming or otherwise improper, and your acceptance of the same constitutes your sole remedy and in such case constitutes our maximum liability for any such alleged breach of these Terms.

IF, NOTWITHSTANDING THE ABOVE, LIABILITY IS IMPOSED ON ELOANRATES OR ANY PARTY RELATED TO ELOANRATES, THEN YOU AGREE THAT THE TOTAL LIABILITY OF ELOANRATES OR ANY PARTY RELATED TO ELOANRATES, AND OUR AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUBCONTRACTORS AND REPRESENTATIVES, TO YOU WILL NOT EXCEED TWENTY-FIVE DOLLARS ($25.00). YOU RECOGNIZE AND ACKNOWLEDGE THAT THIS LIMITATION OF DAMAGES IS FAIR AND REASONABLE, IN LIGHT OF THE FACT THAT ELOANRATES IS PROVIDING THE SERVICE TO YOU AT NO CHARGE TO YOU.

NEITHER ELOANRATES NOR ANY PARTY RELATED TO ELOANRATES WILL BE LIABLE TO YOU (WHETHER IN CONTRACT OR BASED ON WARRANTY, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHERWISE) FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, RELIANCE, PUNITIVE OR SPECIAL DAMAGES, INCLUDING LOSS OF REVENUE OR PROFITS, EVEN IF SUCH PERSON WAS AWARE THAT SUCH DAMAGES COULD RESULT. Any claim or cause of action arising out of your use of the CRELENDIA WEBSITE, ELOANRATES CRElendia Program, these Terms or any other written eLoanRates policy must be filed within ninety (90) days after such claim or cause of action arose or be forever barred. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATION OF CERTAIN LIABILITIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF THIS SECTION MAY NOT APPLY TO YOU.

Indemnification

You agree to defend, indemnify and hold harmless eLoanRates any parties related to eLoanRates, and its and their directors, officers, employees, agents, subcontractors and representatives for and against any and all claims, actions, demands, liabilities, losses, damages, penalties, interest, judgments, settlements, costs and expenses (including reasonable attorneys’ fees) that directly or indirectly arise out of or are based on:

 

(a) any misrepresentation or breach of any representation, warranty, or covenant made by you in these Terms; (b) any conduct, or activity, error or omission by you, including in relation to your access to the CRElendia Website participation in the eLoanRates CRElendia Program, or use of any service provided therein; and/or (c) any actual or alleged infringement by you of any intellectual property rights of any person, or other rights of any person.

 

eLoanRates may, at its election and in its sole discretion, assume the exclusive defense and control of any matter otherwise subject to indemnification by you. eLoanRates may participate in the defense of any claims whether it does or does not assume defense and control, and you shall not settle any such claim without our prior written consent.

Amendments; Changes to eLoanRates CRElendia Program

Upon prior written notice, which includes the posting of new Terms on its Website with their date, eLoanRates may, at any time, add to, remove or otherwise amend any or all terms, conditions and/or other provisions of these Terms. eLoanRates may also, in their sole discretion, add, remove, suspend or discontinue any aspect of the CRElendia Website, CRElendia Program, or other service or offering.

 

YOUR CONTINUED USE OF THE CRELENDIA WEBSITE, ELOANRATES CRElendia PROGRAM AND/OR ANY SERVICE OFFERED THEREIN AFTER NOTICE IS GIVEN TO YOU OF ANY CHANGE TO THE CRELENDIA WEBSITE, ELOANRATES CRElendia PROGRAM, OR AMENDMENT TO THESE TERMS SHALL CONSTITUTE YOUR BINDING AND LEGALLY ENFORCEABLE AGREEMENT TO SUCH CHANGE OR AMENDMENT. IF YOU DO NOT WISH TO ACCEPT SUCH CHANGE OR AMENDMENT, THEN YOU MUST TERMINATE YOUR ACCOUNT WITH ELOANRATES AND CEASE USING THE CRELENDIA WEBSITE AND ELOANRATES CRElendia PROGRAM.

Termination

You or eLoanRates may, at any time, with or without cause, terminate the Agreement and your use of the Website and CRElendia Program. You may effect such termination through your CRElendia Account, or by written notice to eLoanRates subject to actual receipt thereof. Alternatively, eLoanRates may, in its sole discretion, suspend, limit, restrict, condition or deny your access to, or use of, all or any part of the CRElendia Program, at any time and without notice.

Upon any termination of this Agreement, your right to access and use the Website and features of the CRElendia Program will terminate, and any and all licenses and rights granted to you under this Agreement shall immediately cease and terminate. All rights or remedies arising out of a breach of any of this Agreement survive any such termination of this Agreement.

Any provision which by its terms, is intended to survive any expiration or termination of this Agreement, will survive any expiration or termination of this Agreement. Your representations and warranties in this Agreement shall survive execution, delivery, acceptance, performance, expiration or termination of this Agreement.

Independent Contractors

The Real Estate Professional and eLoanRates are to be considered independent contractors at all times, and nothing in this Agreement will be construed to create a joint venture, partnership, franchise, or agency relationship between the parties, other than terms herein if any, explicitly creating agency relationships under this Agreement.

Force Majeure

eLoanRates is not liable to you by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes, interruptions in telecommunications services or Internet facilities, or any other cause which is beyond the reasonable control of eLoanRates, whether or not similar to the foregoing.

Assignability

The Real Estate Professional can not assign or delegate any of the rights or obligations under this Agreement, and any such attempted assignment or delegation is void. Subject to the preceding sentence, this Agreement is binding on and inures to the benefit of the respective successors, heirs and assigns of the Real Estate Professional and eLoanRates.

Severability

If any portion of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, the remaining portions hereof will remain in full force and effect. If any provision of this Agreement is determined to be judicially unenforceable in any jurisdiction, such provision will not be affected with respect to any other jurisdiction.

Governing Law, Consent to Jurisdiction; Jury Trial Waiver

This Agreement is governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflicts of law principles. You consent to the personal and exclusive jurisdiction of the Federal and Colorado State courts sitting in Denver County, Colorado. EACH PARTY WAIVES RIGHTS TO TRIAL BY JURY IN RESPECT OF ANY ACTION, SUIT OR PROCEEDING ARISING OUT OF THIS AGREEMENT.

Entire Agreement; Third Party Beneficiaries

This Agreement is the entire agreement between the Real Estate Professional and eLoanRates pertaining to the subject matter discussed herein, and supersedes all prior written or oral agreements (including prior versions of this Agreement and any conflicting confidentiality agreements), representations, warranties or covenants between the Real Estate Professional and eLoanRates with respect to such subject matter. There are no third party beneficiaries of this Agreement, and nothing in this Agreement should be read to create any third party beneficiaries. The headings of sections or other subdivisions of this Agreement will not affect in any way the meaning or interpretation of this Agreement.

Notices

eLoanRates may provide notices to you by posting notices or links to notices in your CRElendia Account. Notices to you may also be made via e-mail, regular mail, overnight courier or facsimile at your contact addresses of record as provided to us through your CRElendia Account. If you provide notice to eLoanRates, such notice shall be sent, postage prepaid by U.S. registered or certified mail or by international or domestic overnight courier, to: eLoanRates, INC, 901 Mopac Expressway South Barton Oaks Plaza One, Suite 300 Austin, TX 78746. Notices sent by email or telecopy, with or without electronic confirmation, will not be deemed to be valid unless actual receipt is confirmed in writing by an authorized personnel member of eLoanRates.