Last updated: August 11, 2022
These Terms of Service (“Terms”) apply to all OfferMarket customers ("Customer" or "you").
If you are requesting access to information about OfferMarket's services (herein "Services"), including but not limited to the Website and mailings, on behalf of yourself only, this agreement is between OfferMarket and you, personally. If you are requesting access on behalf of your employer, as an independent contractor on behalf of your contracting principal, or as an agent for any entity, this agreement is between OfferMarket, you personally, and your company. In that case, “you” means you and your company, unless context requires otherwise. By requesting access as contemplated herein, you represent and warrant that you are duly authorized to represent your company and execute this Agreement on its behalf.
We provide the following Services:
Sellers list properties and wholesalers list contracts for properties (herein "Listings") on our Investment Property Marketplace (herein "Marketplace"). We provide self-serve marketing and transaction management features for owners of Listings. Buyers browse Listings, schedule tours and submit offers for Listings. For an added fee, we provide transaction management services.
We originate business purpose loans (herein "Loans") for fix & flip and rental property investors. These loans include hard money fix & flip bridge loans, and DSCR rental loans.
We purchase select rental properties for our own portfolio with participation from accredited investors who are our limited partners. Listings branded as OfferMarket Portfolio Deals which may be presented on the Website are intended only for accredited investors (for persons residing in the U.S.), and for persons residing abroad in jurisdictions where exemptions from securities registration apply.
Your use of the Website is subject to your agreement to abide by the Terms of Service of Use in their entirety, as well as any other rules, procedures, policies, terms or conditions that govern all or any portion of the Website. At any time and for any reason OfferMarket may revoke your right to use all or any portion of the Website. OfferMarket reserves the right to make changes to the Website and the Terms of Service any time without prior notice to you. For this reason, each time you use the Website, you should visit and review the then-current Terms of Service that apply to your use of the Website. The Website and the Content is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation. As a condition of your use of the Website, you agree to indemnify and hold OfferMarket and its Associates (defined below) harmless from and against any and all claims, losses, liability, costs and expenses (including but not limited to attorney’s fees), as incurred, arising from your use of the Website or related services or from your violation of the Terms of Service.
EACH TIME YOU USE THE WEBSITE, YOUR USE INDICATES YOUR FULL ACCEPTANCE OF AND AGREEMENT TO ABIDE THESE TERMS OF SERVICE IN CURRENT FORM. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS STATED HEREIN, DO NOT USE THE WEBSITE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE.
YOUR COMPLIANCE WITH THESE TERMS OF SERVICE IS A CONDITION TO YOUR RIGHT TO ACCESS THE WEBSITE. YOUR BREACH OF ANY PROVISION OF THESE TERMS OF SERVICE WILL AUTOMATICALLY, WITHOUT THE REQUIREMENT OF NOTICE OR OTHER ACTION, REVOKE AND TERMINATE YOUR RIGHT TO ACCESS THE WEBSITE AND YOU WILL BE FULLY LIABLE FOR CONVERSION, MISAPPROPRIATION, TRESPASS TO CHATTELS AND ALL OTHER CLAIMS AND CAUSES, REGARDLESS OF THE IDENTITY OF CLAIMANT OR INJURED PARTY, ARISING FROM OR RELATING TO YOUR CONTINUED USE OF THE WEBSITE AFTER SUCH BREACH.
While OfferMarket makes every reasonable effort to vet the Listings we display on our website, we cannot guarantee the condition of the property, the truth or accuracy of any third-party valuations, reports, or statements, or that any particular property represents a sound or advisable investment opportunity. All real estate investments are susceptible to substantial risks, including local, state, and national market conditions, environmental hazards and disasters, undisclosed or unknown property conditions, zoning or land use changes, the availability of credit, and other risks of loss. Real estate investors who enter into contract to purchase, purchase the right to acquire real property, or otherwise purchase real property via OfferMarket assume the entire risk of their investment, and are advised to independently investigate and verify the truth, completeness, and accuracy of all information regarding the property.
While OfferMarket makes every reasonable effort to fund every loan that meets our underwriting guidelines, we do not guarantee funding. We do not guarantee loan terms (i.e. interest rate, loan amount, fees) which are not confirmed until we have a complete underwriting file and your loan receives Agreed To Fund status from our loan committee. We reserve the right to retract Agreed To Fund status at any time for any reason. As such, we make no representation or warranty, express or implied, as to our ability to fund your loan and you indemnify OfferMarket from liability for any damages that may arise in the event we are unable to fund your loan request.
We commonly work with capital providers to originate and fund Loans. You agree to not contact our capital provider or otherwise attempt to circumvent or remove OfferMarket from the financing transaction. We offer Listings where OfferMarket has marketing exclusivity (herein "OfferMarket Exclusive" or "OfferMarket Exclusives"). Customer understands and agrees to not contact the owner or affiliates of the owner of the associated real property or otherwise attempt to circumvent or remove OfferMarket from the transaction.
2.1. Customer understands that OfferMarket has disclosed or may disclose non-public information about a Listing to its customers, which information is, or could reasonably be inferred to be, confidential or proprietary in nature (the “Proprietary Information”).
2.2. Customer agrees: (i) not to divulge any such Proprietary Information to any third person, (ii) to disclose the Proprietary Information only to those agents or employees who need access to the Proprietary Information to act on Customer’s behalf in transacting with OfferMarket, and (iii) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that Customer takes with its own proprietary information, but no less than reasonable precautions. OfferMarket agrees that the foregoing will not apply with respect to any information that the Customer can document (a) is or becomes generally available to the public without any action by, or involvement of, the Customer, or (b) was in the possession of or known by Customer prior to receipt from OfferMarket, or (c) was independently developed without use of any Proprietary Information. Nothing in this Agreement will prevent the Customer from disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that Customer gives OfferMarket reasonable prior notice to contest any such order.
For Loans and Listings and transaction services, to ensure a timely and efficient closing, OfferMarket uses certain preferred settlement service providers. In the event that Customer obtains the right to purchase a Listing, the Listing's contract of sale (“COS”) and OfferMarket's assignment of that agreement, where applicable, will identify these service providers and require that Customer use them to facilitate the close of escrow. These service providers may include, but are not limited to escrow, title, property insurance, bridge or rental loan and resale brokerage. The fees charged by these service providers will be disclosed on or before the close of escrow. Customer hereby assumes the obligation to investigate the fees charged by any service provider identified in the COS or assignment agreement before agreeing to assume OfferMarket's obligations under the COS.
Customer agrees and acknowledges that OfferMarket is acting on its own behalf, and is not acting as Customer’s agent or broker in connection with the sale of a Listing, the assignment of a COS from OfferMarket to Customer, or in the brokering or arranging of any Loan to Customer to facilitate the acquisition of a Listing or other real property. OfferMarket does not have and will not be deemed to have any fiduciary relationship with or fiduciary obligations to Customer as a result of the transactions described herein. Customer agrees and acknowledges Customer has not relied on any advice from OfferMarket (whether legal or professional) and has sought Customer’s own legal and professional advice before agreeing to these Terms.
Unless otherwise explicitly communicated to OfferMarket at the time of offer submission on OfferMarket's standard offer submission form on the Website that the Customer intends to occupy a Listing, Customer represents and warrants that it is in the business of investing in residential real estate and that Customer has no intention to, nor will it ever, occupy any Listing acquired through OfferMarket’s network. Neither Customer, nor any member, officer, director, employee, agent, or any family member of the foregoing, will occupy the Listing or acquire the Listing for personal, family, or household use.
As outlined above and expanded upon here, in addition to investment property Listings, OfferMarket Capital LLC originates bridge and rental loans in connection with real property. The loans are for business purposes only and not for personal, family or household use, and any Customer who engages OfferMarket Capital LLC's lending or loan brokering services must affirm that the subject loan is for business purposes only. Any lending or loan products offered by OfferMarket Capital LLC are only applicable in Alabama, Arkansas, Colorado, Connecticut, Delaware, Washington DC, Florida, Georgia, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, Montana, Nebraska, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Ohio, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Utah, Virginia, Washington, West Virginia, Wisconsin, Wyoming. Nothing represented in any marketing material distributed by OfferMarket Capital LLC shall be considered a commitment to lend. All potential loans are subject to underwriting and due diligence until a definitive loan agreement is signed. The rates, costs, and fees advertised do not apply to all loans made or negotiated, and loans made or negotiated by OfferMarket Capital LLC may have higher interest rates or additional costs and fees.
By providing OfferMarket with a telephone number for a mobile device, including a number that Customer later converts to a mobile device number, Customer is expressly consenting to receiving communications - including, but not limited to, prerecorded or artificial voice message calls, text messages, and calls or text messages made by an automatic telephone dialing system, and any other method of communication permitted by law - from OfferMarket and its affiliates and agents at that number, about any product or services offered by OfferMarket. This express consent applies to each such telephone number that Customer provides to OfferMarket now or in the future. Calls and messages may incur access fees from Customer’s mobile services provider. Customer’s express consent applies to communications from OfferMarket to a land line as well as a mobile, wireless, or similar device, even if Customer is charged fees by Customer’s service provider for the communications. Customer understands that Customer need not provide this consent as a condition of obtaining goods or services from OfferMarket, and that Customer may decline to provide or revoke consent at any time by emailing email@example.com or by any other method that reasonably ensures OfferMarket receives Customer’s revocation.
By providing OfferMarket with a telephone number, Customer agrees that OfferMarket may record any telephone conversation with Customer (or any another individual) during any telephone call to or from that number for training purposes, whether or not the call was initiated by Customer, and whether or not OfferMarket disclosed the fact that the call was recorded during the call.
All payments required by these Terms are stated exclusive of all taxes, duties, levies, imposts, fines, or similar governmental assessments, including sales and use taxes, value-added taxes, goods and services taxes, excise, business, service, and similar transactional taxes imposed by any jurisdiction (collectively, "Taxes"). Customer shall be responsible for and bear Taxes associated with its purchase of, payment for, access to or use of the OfferMarket Marketplace. If OfferMarket is required to remit Taxes associated with Customer’s purchase of, payment for, access to, or use of the Marketplace, OfferMarket will add the amount of those Taxes, itemized where required by law, to the payment due. Taxes may be applied without notice. Taxes shall not be deducted from the payments to OfferMarket, except as required by law, in which case Customer shall increase the amount payable as necessary so that after making all required deductions and withholdings, OfferMarket receives and retains (free from any Tax liability) an amount equal to the amount it would have received had no such deductions or withholdings been made. Customer hereby confirms that OfferMarket can rely on the name and address set forth in Customer’s account/registration as being the place of supply for Tax purposes. Customer’s obligations under this Section shall survive the termination or expiration of these Terms.
CUSTOMER AGREES THAT ITS USE OF THE MARKETPLACE SHALL BE AT ITS SOLE RISK, AND THAT ALL CONTENT AND SERVICES ARE PROVIDED TO CUSTOMER "AS IS." TO THE FULLEST EXTENT PERMITTED BY LAW, OFFERMARKET, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE AND CUSTOMER’s USE THEREOF. OFFERMARKET MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE MARKETPLACE’s CONTENT OR THE CONTENT OF ANY SITES LINKED THERETO.
IN NO EVENT SHALL OFFERMARKET BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR OTHER LEGAL THEORY (I) FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING) OR (II) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $100. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
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