AGENT ENROLLMENT AGREEMENT
(ENROLLED REAL ESTATE AGENTS)
PLEASE CAREFULLY READ THIS AGENT ENROLLMENT AGREEMENT, INCLUDING THE PARTICIPATING REAL ESTATE BROKER'S TECHNOLOGY SERVICES AND REFERRAL AGREEMENT AND THE RELATED AGREEMENTS INCORPORATED BY REFERENCE ("AGENT ENROLLMENT AGREEMENT"), BEFORE MANUALLY OR ELECTRONICALLY SIGNING, BEFORE CLICKING THE "I AGREE" BUTTON, AND BEFORE
DOWNLOADING AND/OR USING HOMETRAQ'S MOBILE ON-DEMAND SERVICE APPLICATION.
BY USING HOMETRAQ'S MOBILE ON-DEMAND SERVICE APPLICATION, AGENT ACKNOWLEDGES THAT ENROLLED AGENT HAS READ THE AGENT ENROLLMENT AGREEMENT AND UNDERSTANDS AND AGREES TO BE BOUND BY ALL OF THE TERMS, CONDITIONS AND PROVISIONS CONTAINED IN THE AGENT ENROLLMENT AGREEMENT.
THE TERMS, CONDITIONS AND PROVISIONS OF THIS AGENT ENROLLMENT AGREEMENT MAY BE MODIFIED, AMENDED OR REPLACED BY HOMETRAQ FROM TIME TO TIME AT HOMETRAQ'S SOLE AND ABSOLUTE DISCRETION. HOMETRAQ AND AGENT DO HEREBY ACKNOWLEDGE AND AGREE AS FOLLOWS:
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EFFECTIVE DATE. The Agent Enrollment Agreement shall not be effective unless and until the Participating Real Estate Broker approves, executes and delivers the Technology Services and Referral Agreement to HomeTraq.
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TERMS INCORPORATED BY REFERENCE. The terms, conditions and provisions of the Participating Real Estate Broker's Technology Services and Referral Agreement ("Referral Agreement") and HomeTraq's General Terms of Use, Privacy Policy, Technology Policy and Disclaimer of Warranties, Copyright and
Trademark Policy, License Disclosure, E-Sign Disclosure and Consent, the Schedule of Real Estate Services, Schedule of Fees, Service Provider Policies, Procedures and Guidelines, Addendum for State Specific Requirements, and Supplement Terms, as now existing or as hereafter amended (collectively "Related
Agreements") are incorporated by reference herein and shall be binding upon Agent as if fully set forth herein.
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GRANT OF LICENSE. HomeTraq does hereby grant to Agent a limited, revocable, non-exclusive, non-transferable license for the right to install, access and use the On-Demand Service Application for the exclusive purpose of seeking, receiving, and fulfilling real estate services requested or ordered
using HomeTraq's Mobile On-Demand Service Application, subject to the terms, conditions of the Agent Enrollment Agreement.
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PERFORMANCE STANDARDS. Agent shall perform the Real Estate Services requested or ordered by the Referred Consumer in a prompt and professional manner, shall fully comply with the Code of Ethics of the National Association of REALTORS®, all rules, codes of conduct or other requirements of any state
or local association of REALTORS® or the local multiple listing services, and all federal, state and local laws, rules and regulations, applicable to the provision of Real Estate Services under the Agent Enrollment Agreement, and shall fully perform all of the obligations under this Agent Enrollment Agreement.
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INDEMNIFICATION. Agent shall indemnify, defend and hold harmless HomeTraq and its Affiliates and their respective officers, directors, managers, employees, representatives and agents from any and all claims, demands, actions, suits, losses, liabilities, expenses (including reasonable attorney's
fees), damages, penalties or fines arising out of, relating to or in connection with: (a) the use of the HomeTraq's On-Demand Service Application; (b) the performance of any Real Estate Services on behalf of any Referred Consumer under this Agent Enrollment Agreement; (c) the breach or violation of the
Agent Enrollment Agreement; (d) the violation or other non-compliance with any law, rule or regulation relating in any way to the
Agent Enrollment Agreement or the performance of Real Estate Services under the Agent Enrollment Agreement; and (e) any claim by a third party, including the Referred Consumer, directly or indirectly related to the provision of Real Estate Services by Agent.
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NON-SOLICITATION OF REFERRED CONSUMERS. Except as expressly permitted by the Agent Enrollment Agreement, Agent, during the term of the Agent Enrollment Agreement and for a period of two (2) years after the termination of this Agent Enrollment Agreement, shall not, directly or indirectly, on their
own behalf or on behalf of any third-party contact, communicate with, solicit or attempt to solicit any Referred Consumer for the purchase of additional Real Estate Services or Real Estate Related Services, for the marketing of properties offered for sale, or for any other business purposes.
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PROHIBITION ON SERVICE REFERRALS. The Agent, during the term of this Agent Enrollment Agreement and for a period of two (2) years after the termination of this Agent Enrollment Agreement, shall not, directly or indirectly, refer the Referred Consumer to any Service Provider, Other Service Provider
or other person or business providing Real Estate Services or Real Estate Related Services, without the express written consent and approval of HomeTraq.
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DISCLAIMER OF REPRESENTATIONS. HomeTraq PROVIDES CONSUMER REFERRALS ON AN "AS IS" AND "AS AVAILABLE" BASIS. HomeTraq DISCLAIMS ALL REPRESENT AT IONS OF ANY KIND, INCLUDING, WITHOUT LIMITATION, (1) THAT YOUR USE OF HomeTraq'S ON-DEMAND SERVICE APPLICATION WILL BE UNINTERRUPTED, ERROR-FREE
OR VIRUS FREE, (2) THAT YOUR USE OF HomeTraq'S ON-DEMAND SERVICE APPLICATION WILL RESULT IN ANY SPECIFIC NUMBER OF REQUESTS FOR REALESTATE SERVICES OR (3) THAT THE REFERRED CONSUMERS WHO MAY REQUEST REALESTATE SERVICES USING HomeTraq'S ON-DEMAND SERVICE APPLICATION ARE RELIABLE, HONEST , OR
QUALIFIED, HAVE A LEGITIMATE OR BONA FIDE INTEREST IN CLOSING ANY REALESTATE TRANSACTION, OR HAVE THE FINANCIAL RESOURCES TO CLOSE ANY REALESTATE TRANSACTION.
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ASSUMPTION OF KNOWN RISKS. HomeTraq DOES NOT EVALUATE, SCREEN OR INVESTIGATE ANY REFERRED CONSUMER REQUESTING REALESTATE SERVICES REGARDING THEIR CREDIT SCORE OR CRIMINAL HISTORY AND THAT HomeTraq HAS NO SPECIFIC KNOWLEDGE OR INFORMATION RELATING TO THE CONDITION OF ANY PROPERT
Y TO BE SHOWN OR TO BE LIST ED FOR SALE. AGENT ACKNOWLEDGES THAT THE PERFORMANCE OF REALESTATE SERVICES PRESENTS CERTAIN SAFETY ISSUES. CONCERNS AND RISKS ARISING FROM ENTERING VACANT HOMES OR HOMES IN POOR CONDITION, MEETING NEW PERSONS WITH UNKNOWN BACKGROUNDS, SHOWING A PROPERTY ALONE,
INVITING THE GENERAL PUBLIC TO OPEN HOUSES AND TRANSPORTING STRANGERS IN YOUR PERSONAL AUTOMOBILE, AND THAT THE SAFETY ISSUES, CONCERNS AND RISKS ASSOCIATED WITH THE PERFORMANCE OF REALESTATE SERVICES MAY RESULT IN PERSONAL INJURY, PROPERTY DAMAGE AND OTHER LOSSES AND DAMAGES ARISING FROM
INTENTIONAL AND NEGLIGENT CONDUCT OF THIRD PARTIES (INCLUDING PROPERTY OWNERS, REFERRED CONSUMER AND PROSPECTIVE PURCHASERS), INCLUDING THEFT, ASSAULT AND OTHER CRIMINAL OFFENSES. AGENT VOLUNTARILY ASSUMES ALL KNOWN OR REASONABLY ANTICIPATED RISKS ASSOCIATED WITH AND RESULTING FROM THE PROVISION
OF REALESTATE SERVICES TO REFERRED CONSUMERS UNDER THIS AGENT ENROLLMENT AGREEMENT. AGENT SHALL TAKE REASONABLE PRECAUT IONS WITH RESPECT TO INTERACTIONS WITH REFERRED CONSUMERS, THIRD PARTIES AND THE GENERAL PUBLIC AND SHALL EXERCISE REASONABLE CARE WHEN ENTERING VACANT HOMES OR HOMES IN
POOR CONDITION. HomeTraq AND ITS AFFILIATES SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY PERSONAL INJURIES, PROPERTY DAMAGE OR OTHER LOSSES OR DAMAGES ASSOCIATED WITH THE PERFORMANCE OF REALESTATE SERVICES UNDER THIS AGENT ENROLLMENT AGREEMENT .
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DISCLAIMER OF WARRANTIES. EXCEPT TO THE EXTENT PROHIBITED OR LIMITED BY ANY APPLICABLE LAWS, RULES OR REGULATIONS, HomeTraq DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR ST AT UT ORY, NOT EXPRESSLY SET FORTH IN THIS AGENT ENROLLMENT AGREEMENT , INCLUDING, WITHOUT LIMITATION, IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT RELATING TO HomeTraq'S ON-DEMAND SERVICE
APPLICATION. HomeTraq FURTHER DISCLAIMS ALL WARRANTIES RELATING TO THE ACCURACY, SUFFICIENCY, VERACITY, VALUE, APPROPRIATENESS, CORRECTNESS, COMPLETENESS, LEGALITY, SECURITY, AVAILABILITY, OPERABILITY, TIMELINESS, RELIABILITY OR USEFULNESS OF INFORMATION, DATA, SERVICES OR PRODUCTS PROVIDED
THROUGH OR IN CONNECTION WITH THE USE OF HomeTraq'S ON-DEMAND SERVICE APPLICATION, BY AGENT . HomeTraq AND ITS AFFILIATES SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY FAILURE OF PERFORMANCE, FAILURE TO STORE, OMISSION, INTERRUPTION, DELETION, DEFECT , DELAY INOPERATION OR TRANSMISSION, ERROR
INOPERATION OR TRANSMISSION, COMPUTER VIRUS, TELECOMMUNICATIONS LINE FAILURE, THEFT, DESTRUCTION, UNAUTHORIZED ACCESS, ALTERATION OR USE OF RECORDS, BREACH OF CONTRACT , TORTIOUS BEHAVIOR, NEGLIGENCE OR ANY OTHER CAUSE OF ACTION ARISING OR RELATING TO THE USE OF HomeTraq'S CONFIDENT
IAL AND PROPRIETARY INFORMATION AND TECHNOLOGY, INCLUDING THE ON-DEMAND SERVICE APPLICATION, BY AGENT .
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GENERAL RELEASE FROM LIABILITY. EXCEPT TO THE EXTENT PROHIBITED OR LIMITED BY ANY APPLICABLE LAWS, RULES OR REGULATIONS, AGENT RELEASES HomeTraq AND ITS AFFILIATES FROM ANY AND ALL CLAIMS, DEMANDS, ACTIONS, SUITS, DEMANDS, LOSSES, LIABILITIES, EXPENSES (INCLUDING REASONABLE ATTORNEY'S
FEES), DAMAGES, PENALTIES OR FINES ARISING OUT OF, RELATING TO OR IN CONNECTION WITH: (1) THE USE OF THE HomeTraq'S ON-DEMAND SERVICE APPLICATION; (2) THE PERFORMANCE OF ANY REALESTATE SERVICES UNDER THIS AGENT ENROLLMENT AGREEMENT; (3) THE BREACH OR VIOLATION OF ANY TERM OR CONDITION
OF THE AGENT ENROLLMENT AGREEMENT; (4) ANY INACCURACY IN OR BREACH OF ANY REPRESENT AT ION, WARRANT Y OR COVENANT SET FORTH IN THE AGENT ENROLLMENT AGREEMENT; (5) THE VIOLATION OR OTHER NON- COMPLIANCE WITH ANY LAW, RULE OR REGULATION RELATING IN ANY WAY TO THE AGENT ENROLLMENT AGREEMENT OR
THE PERFORMANCE OF REALESTATE SERVICES UNDER THE AGENT ENROLLMENT AGREEMENT; (6) ANY INVESTIGATION BY ANY LICENSING OR OTHER REGULATORY AGENCY DIRECTLY OR INDIRECTLY RELATED TO THE PROVISION OF REALESTATE SERVICES OR USE OF HomeTraq'S ON-DEMAND SERVICE APPLICATION OR (7) CLAIMS BY A
THIRD PARTY, INCLUDING THE REFERRED CONSUMER, DIRECTLY OR INDIRECTLY RELATED TO THE PROVISION OF REALESTATE SERVICES UNDER THIS AGENT ENROLLMENT AGREEMENT OR USE OF HomeTraq'S ON-DEMAND SERVICE APPLICATION.
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LIMITATIONS ON DAMAGES. HomeTraq AND ITS AFFILIATES SHALL NOT BE LIABLE UNDER OR RELATED TO THIS AGENT ENROLLMENT AGREEMENT FOR ANY OF THE FOLLOWING, WHETHER BASED ON CONTRACT , TORT OR ANY OTHER LEGAL THEORY, EVEN IF HomeTraq AND ITS AFFILIATES KNOW, ARE AWARE OF OR HAVE BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES: (1) INCIDENTAL, CONSEQUENTIAL, SPECIAL OR INDIRECT DAMAGES OF ANY TYPE OR KIND, (2) PUNITIVE DAMAGES, (3) PERSONAL INJURIES, (4) PROPERTY DAMAGE OR (5) DAMAGES RELATING TO LOSS OF DATA, INACCURACY OF DATA, OR LOSS OF BUSINESS, REVENUE, PROFIT S, USE OR OTHER
ECONOMIC ADVANT AGE, RELATED TO, IN CONNECTION WITH OR OTHERWISE RESULTING FROM THE USE OF HomeTraq'S ON-DEMAND SERVICE APPLICATION OR THE PERFORMANCE OF REALESTATE SERVICES UNDER THIS AGENT ENROLLMENT AGREEMENT , REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE OR CONCURRENT
) OF HomeTraq OR ITS AFFILIATES. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF HomeTraq AND ITS AFFILIATES ARISING UNDER THE AGENT ENROLLMENT AGREEMENT EXCEED THE SUM OF FIVE HUNDRED DOLLARS ($500.00).
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FORCE MAJEURE LIMITATIONS. HomeTraq AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE OF THE TERMS AND CONDITIONS OF THE AGENT ENROLLMENT AGREEMENT RESULTING DIRECTLY OR INDIRECTLY FROM ACTS OF NATURE OR OTHER FORCES BEYOND ITS REASONABLE CONTROL, INCLUDING,
WITHOUT LIMITATION, WAR, CIVIL UNREST, TERRORISM, HACKING, CYBERATTACKS, DENIAL OF SERVICE ATTACKS, INTERNET OR NETWORK DISRUPTIONS, ELECTRICAL DISRUPTIONS, INTERVENING ACTS OF THIRD PARTIES, CRIMINAL ACTS OF THIRD PARTIES OR ACTS OF GOD.
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OTHER TERMS AND CONDITIONS.Agent acknowledges and agrees to be bound to the terms and conditions of the Referral Agreement,
including, without limitation, the provisions relating to the Ownership of the Mobile On-Demand Service Application and Referral Network, Grant of Licenses, Term, Minimum Qualifications, Performance Standards, Referral Process, Financial Terms, Restrictions on Use of Confidential and Proprietary Information
and Technology, Disclaimers and Limitations on Liability, Termination and Remedies.
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NO EMPLOYMENT, JOINT VENTURE OR OTHER LEGAL RELATIONSHIP. Agent acknowledges and agrees that the Agent Enrollment Agreement is not an employment agreement, that the Agent Enrollment Agreement does not create an employee-employer relationship with HomeTraq, that Agent shall not be deemed to be statutory
or common law employees of HomeTraq, and that HomeTraq shall not be required to provide Agent with minimum wages, overtime compensation, worker's compensation, health insurance, or any other compensation or benefits required by law. In addition, nothing contained herein shall be interpreted or construed
to create a joint venture, fiduciary relationship, partnership or agency relationship, general or limited, between HomeTraq and Agent.
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TERMINATION. HomeTraq and Agent shall have the right to terminate this Agent Enrollment Agreement "without cause" at any time for any reason by providing the other party with thirty (30) days written notice prior to the effective date of the termination. HomeTraq shall have the right to terminate
this Agent Enrollment Agreement "for cause" immediately and without notice in the event that: (a) Agent materially breaches, violates or otherwise fails to perform or otherwise satisfy any terms, conditions or obligations set forth in the Agent Enrollment Agreement, Referral Agreement or the Related Agreements,
(b) the representations, warranties and covenants made by the Agent are inaccurate, incomplete, false or misleading, (3) insolvency, bankruptcy or receivership relating to the Agent, (4) Agent is not licensed or is no longer licensed as a real estate salesperson, or (5) Agent fails to meet or otherwise comply
with HomeTraq's standards, policies and procedures as set forth in the Agent Enrollment Agreement, Referral Agreement and the Related Agreements. Notwithstanding the foregoing, the termination of the Agent Enrollment Agreement, whether for convenience or for cause, shall have no effect on the payment of
any Referral Fee to HomeTraq as set forth in the Referral Agreement and the Related Agreements.
IMPORTANT NOTICE: PLEASE CAREFULLY READ THE TERMS, CONDITIONS AND PROVISIONS OF THE AGENT ENROLLMENT AGREEMENT AS THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT UPON HOMETRAQ AND UPON AGENT AND CONTAINS TERMS, CONDITIONS AND PROVISIONS THAT MAY LIMIT OR OTHERWISE YOUR LEGAL RIGHTS IN THE EVENT OF A DISPUTE.
IMPORTANT NOTICE: BY ACCESSING AND USING THE HOMETRAQ MOBILE ON-DEMAND SERVICE APPLICATION, AGENT ACKNOWLEDGES, AGREES AND CONFIRMS HIS OR HER AGREEMENT TO BE BOUND BY THE TERMS, CONDITIONS AND PROVISIONS OF THE AGENT ENROLLMENT AGREEMENT, AS THEN PROMULGATED AND IN EFFECT. IMPORTANT NOTICE: BY ACCESSING AND USING THE HOMETRAQ
MOBILE ON-DEMAND SERVICE APPLICATION, AGENT ACKNOWLEDGES, AGREES AND CONFIRMS HIS OR HER AGREEMENT TO BE BOUND BY THE TERMS, CONDITIONS AND PROVISIONS OF THE AGENT ENROLLMENT AGREEMENT, AS THEN PROMULGATED AND IN EFFECT. IMPORTANT NOTICE: BY CLICKING ON THE "I AGREE TO TERMS" BUTTON AND BY AFFIXING THE AGENT'S
NAME TO THE AGENT ENROLLMENT AGREEMENT AND BY TYPING THE NAME OF THE AGENT, AGENT ACKNOWLEDGES HIS/HER ACCEPTANCE OF THE TERMS, CONDITIONS AND PROVISIONS OF THE AGENT ENROLLMENT AGREEMENT, AS IF EACH OF THESE AGREEMENTS HAD BEEN MANUALLY SIGNED AND DELIVERED BY AGENT TO HOMETRAQ.
HOMETRAQ