Website Terms and Conditions of Use 

Effective Date: July 26, 2024

1. Terms

PLEASE READ THESE WEBSITE TERMS AND CONDITIONS OF USE (“TERMS” OR “AGREEMENT”) CAREFULLY. THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION, REQUIRING WAIVER OF YOUR RIGHT TO A JURY TRIAL AND RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT (SEE SECTION 10 BELOW).  

At RealEstateAgents.com (“Website”), an online platform provided by ReferralExchange Inc. (“Company”, “RealEstateAgents.com”, “we”, “our”, “us”), we provide resources for individuals who are looking to purchase or sell a property.  Our agents serve individuals nationwide and we are happy to make those connections.  These Terms outline the terms and conditions applicable to your use of this Website and the products and services provided through this Website (“Services”). By accessing, browsing, interacting, registering, or submitting information on this Website, you accept and agree to be bound by these Terms as well as our Privacy Policy and any additional terms and conditions or policies we may post in connection with the use of certain features provided on this Website (“Additional Terms”), all of which govern your uses of this Website and the Services and are legally binding. These Terms, our Privacy Policy, and the Additional Terms are collectively referred to herein as the “Agreement.”

If you do not agree with any terms of this Agreement, please do not use this Website or the Services.

We may modify this Agreement, including the Privacy Policy and any Additional Terms from time to time. All such modifications will be effective upon posting on this Website. Your continued use of this Website after posting of the modified Agreement will be taken as acceptance of such updated Agreement. Please check back frequently and review this Agreement regularly so that you are aware of the most up-to-date Agreement.

YOUR USE OF THIS WEBSITE AND THE SERVICES IS SUBJECT TO ALL APPLICABLE FEDERAL, STATE, AND LOCAL LAWS AND REGULATIONS. NOTHING IN THIS AGREEMENT SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT MAY APPLY TO YOU. 

2. Permitted Use

This Website is not intended for the use by minors. By using this Website, you represent and warrant that you are at least 18 years of age. We are granting you access to this Website and the Services for limited, personal, and non-commercial use, and only lawful purposes and in accordance with this Agreement. 

To access or use certain services or features of the Services, you may be asked to provide your name, email address, phone number, and other information. It is a condition of your use of the Services that all the information you provide on the Website is correct, current, and complete. You agree that all information you provide on this Website, including, but not limited to, through the use of any interactive features on this Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

We may revoke your access to this Website, the Services, or any portion of this Website or Services, at any time (including in the event of your violation of this Agreement). We make no representation or promises that this Website or the Services will be available to you at all times.

3. Prohibited Conduct

You agree that you will not engage in any of the following prohibited conduct: 

• access or use the Services or any Website Content (as defined below) to develop competitive products or services;

• use this Website, the Services, or any Website Content in any way that is unlawful or harmful to Company, or any other users of this Website or the Services;

• impersonate or attempt to impersonate Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing);

• misrepresent your affiliation with another person or entity, make any representation under false pretenses, or provide any information with false or misleading indications of origin;

• post, reproduce, display, or otherwise make available any content, which we, in our sole judgement and discretion, consider illegal, offensive or objectionable, including without limitation, content that harasses, discriminates, demeans, threatens or disparages any individual or class of individuals;

• interfere with or compromise the system integrity or security of this Website, including without limitation, causing the Website or Services to be affected with malware, viruses, spyware, Trojan horses, or other computer code, files, or programs designed to interrupt, impair, destroy, or limit the functionality of any computer software, hardware, or communication equipment; or

• engage in, or encourage others to engage in, conduct that would violate any applicable law, rule, or regulation, or any terms and conditions of this Agreement, in connection with the use of this Website or the Services, it being understood and agreed that you are solely responsible for compliance with all applicable laws or regulations. 

We reserve the right to investigate and take appropriate legal or other action against anyone who, as determined in our sole discretion, violates, or is suspected of violating, this Agreement, including, without limitation, reporting you to law enforcement authorities. 

4. Communications Consent

When you access, use or send an email to us, you are communicating with us electronically. You consent to receive communications from us electronically by the same electronic method with which you used to communicate with us. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.  

You also acknowledge that all communications to or from us and/or third parties acting on our behalf, or otherwise exchanged through our Website, electronically, or by telephone, may be monitored and recorded and you consent to such monitoring and recording.

By providing us with your telephone number, whether through the Website, in conjunction with any account, or via other methods, you agree that we, and third-parties acting on our behalf, may make or send communications to you at that telephone number, including but not limited to telephone calls, texts (e.g., SMS, MMS, over-the-top (OTT) messaging (iMessage, WhatsApp), or successor protocols or technologies), and voicemails, and that these communications may be made or sent using an automated system, prerecorded or artificial voice, and/or artificial intelligence (AI).  You agree that we may communicate with you at any phone number you provide, including but not limited to communications regarding the Services, your account(s), and/or to respond to a request or inquiry made by you through or in relation to the Services. We may use your telephone number for multi-factor authentication (“MFA”), to confirm your identity and help protect the security of your account. Part of the MFA identity verification process may involve sending texts containing security codes to your telephone number. You agree to receive these texts as part of the MFA process.  We may also use your telephone number to contact you for marketing purposes, such as to provide special offers or details regarding ReferralExchange products or services, unless you opt out of such marketing calls/texts. You acknowledge that communications may be made to your telephone number even if registered on any state or federal Do Not Call list. If you opt-in, we may also make or send automated marketing calls and/or texts to your telephone number. You understand that you do not have to agree to receive automated marketing calls/texts as a condition of purchasing any goods or services from us. 

You are required to notify us of any changes to your contact details, including telephone number(s), to ensure your preferences and contact information are up to date. You verify that you are the current subscriber and/or owner of any telephone number that you provide to us and you are authorized to consent to and receive communications at that telephone number. You are strictly prohibited from providing a telephone number that is not your own. You also represent that any business telephone number you provide is, in fact, a business telephone number and not a residential telephone number, regardless of whether the telephone number is associated with a mobile phone or a landline. If we discover that any information you provide to us is false or inaccurate, we may suspend or terminate your access and/or account(s) at any time. 

You may opt-out of automated calls/texts and/or marketing calls/texts from us at any time, by replying “STOP” to any text message you receive from us, by calling us at (888) 586-2349, or by emailing us at support@referralexchange.com with your request, your name, and the telephone number to which the request pertains.  When opting out of texts, you acknowledge and agree to accept a final confirmatory message, which may also seek clarification as to the scope of your opt-out. It is your sole responsibility to notify us if you no longer want to receive automated calls and/or texts. You waive any rights to bring claims for unauthorized or undesired calls/texts resulting from your failure to opt-out immediately.  Please allow up to ten (10) days (unless otherwise required by applicable law) to process any opt-out request.  Please note that even if you opt out of automated messages, we reserve the right to make non-automated calls or send non-automated texts to you. It is possible that third parties may have your contact information and you may continue to receive communications from these third parties despite an opt-out request. We are not responsible for unwanted contact from third parties. Please contact third parties directly to inform them of your communication preferences.

You are responsible for obtaining and maintaining all telephone devices and other equipment and software, and all internet service provider, mobile service, and other services needed to receive communications from us. You must notify us immediately of any breach of security or unauthorized use of your telephone device. Although we and our authorized agents and affiliates will not be liable for losses caused by any unauthorized use of your telephone device, you may be liable for the losses of ReferralExchange, our authorized agents and affiliates, or others due to such unauthorized use.

Texts may only be available to customers of select carriers with compatible handsets. Message frequency will vary. There is no fee to receive texts from us and our authorized agents; however, you may incur a charge for these texts from your telephone carrier or service provider, which is your sole responsibility. Message and data rates may apply. Check your telephone plan and contact your carrier for details. You represent and warrant that you are authorized to incur such charges and acknowledge that ReferralExchange and our authorized agents and affiliates are not responsible for such charges.

5. User Content

This Website may permit users to upload or post content, including reviews, comments, suggestions, messages, communications, and other material (“User Content”). Subject to the terms set forth in these Terms, User Content is owned by the individual who posted such User Content. 

Any User Content will be considered non-confidential and non-proprietary. By uploading or otherwise posting User Content on this Website, you grant us an irrevocable, perpetual, royalty-free worldwide license to: (i) use, copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, modify, prepare derivative works of or incorporate into other works, and translate your User Content (or any portion thereof), in connection with this Website, the Services, or in any other media; and (ii) sublicense these rights, to the maximum extent permitted by applicable law. 

We may remove any User Content at any time, and for any reason. You are solely responsible for all User Content posted using your email address or otherwise associated with your account, including the legality, reliability, accuracy, and appropriateness. 

You represent and warrant that you are the creator and owner of all User Content you post on this Website, or have the necessary control, licenses, rights, consents, and permissions (including all permissions required under applicable privacy and intellectual property law) to permit us and other users to access and use your User Content as necessary to exercise the licenses granted by you under these Terms. We are not responsible or liable to any third party for the content or accuracy of any User Content.

6. Consumer Reviews

This Website may allow users to post reviews of individual real estate professionals listed on this Website (“Reviews”). By submitting a Review on this Website, you agree to abide by the following guidelines: 

• Reviews may not be posted using invalid email addresses or disposable addresses;

• Reviews may not contain promotional material for other businesses or other real estate professionals;

• Reviews may not contain second or third-hand information, such as based on something the user heard on the news, social media, friend or other external sources;

• Reviews should accurately reflect bona fide users’ firsthand experiences and truthfully represent the users’ personal opinions, findings, or beliefs relating to the subject matter of the Reviews;

• Reviews may not contain foul and inappropriate language;

  • Threats: language that shows intent to harm, injure, and/or damage a person and/or property

  • Harassment: any uninvited contact that may be repetitive in nature and serves no useful purpose beyond creating alarm, annoyance, or emotional distress

  • Lewdness: language that is sexual in nature and/or refers to the professional’s personal appearance

  • Hate speech: offensive language that refers to an individual or group’s race, color, religion, national origin, sexual orientation, gender identity, disability, or any combination of those categories

• Reviews may not include information that is not real estate related or information that is not relevant to any other services provided by the real estate professional;

• Review may not include personal attacks or comments otherwise deemed offensive in nature;

• Reviews may not have obvious conflicts of interest;

  • Reviews from family members

  • Reviews from employees of the same company as the professional in question, even if the employee was a client

  • Reviews from users who have received or have been offered compensation for their review

  • Reviews from competitors or former employees

• Reviews may not display private information of the real estate professional that is unrelated to their real estate business;

  • Personal information about the real estate professional that is otherwise not displayed as a professional method of contact. This includes but is not limited to home addresses, personal social media accounts, personal phone numbers

  • Includes names, addresses, or other information about family members, especially those who do not work with or for the real estate professional

  • Personal health information, such as claims that someone contracted COVID-19

• Reviews may not display private information of the reviewer, including email address, social media links, and phone numbers;

• Reviews may not include content that refers to things outside the real estate professional’s control, such as extreme weather conditions, actions and behavior by unaffiliated individuals, health and safety regulations such as those required for COVID-19 or other public safety concerns;

• Reviews may not include content about another company or real estate professional (like they’ve posted the review on the wrong profile);

• Reviews may not be posted with the specific intent to dispute another user’s review;

• Review may not repeat, duplicate, or update previous Reviews - only new experiences and unique interactions with the real estate professional may be posted;

• Reviews may not be posted with the specific intent to seek a favorable resolution in connection with current or past dealings with a real estate professional;

• Reviews cannot be posted for compensation or any other form of consideration or incentive, from any real estate professional or another person or entity.

We reserve the right not to post or remove any Review that we deem to violate any of the guidelines above or any other terms of this Agreement. In addition, any violation of the above guidelines or any other terms of this Agreement may result in the suspension or termination of your access to the Reviews feature, in our sole discretion. 

In addition, and without limiting the rights and licenses granted to us pursuant to Section 5 above, you acknowledge and agree that you grant us and our designees a non-exclusive, perpetual license to publish any Reviews you post on this Website, in whole or in part, alone or with other content, on this Website and other websites, social media platforms, and any other media, now or hereafter known, worldwide, and use some or all of the Reviews for marketing and other lawful purposes, with or without identifying you as the author of such Reviews, and without notice or compensation to you, at our sole discretion. We also reserve the right to reword, paraphrase, or otherwise condense the Reviews as long as we maintain the editorial integrity of the content of the Reviews.

7. Copyright and Trademark Notice Information:

This Website contains intellectual property owned by us and other parties. As between us and you, other than any User Content that you post on this Website, which is owned by you, we (and our third-party licensors) are the sole owner of this Website and all materials on or available through our Website including without limitation, all applicable U.S. and non-U.S. copyrights, patents, trademarks, and trade secrets, and other intellectual property rights thereto (collectively “Website Content”). Except as otherwise specifically provided in this Agreement, you may not download or save a copy of the Website Content or any portion thereof, for any purpose. 

Except as otherwise expressly permitted herein, you may not modify, copy, publish, display, transmit, adapt or in any way exploit any portion of our Website Content unless you first obtain prior written consent from us and from all other entities with an interest in the relevant intellectual property. Any unauthorized attempt to modify our Website or Website Content, to overthrow or elude our security features, or to utilize our Website for any purpose other than its intended purposes is strictly prohibited. 

Permission is granted for temporarily downloading one copy of the materials on this Website for personal, non-commercial transitory viewing only, and to print a copy of individual screens appearing as part of the Website Content solely for your person, non-commercial use or records, and for no other purpose or use. Such permission is a limited license, not a transfer of title, and under this license you may not:

• modify or copy the materials;

• use the materials for any commercial purpose or for any public display;

• attempt to reverse engineer any software contained on this Website;

• remove any copyright, trademark, logos, legends, or other proprietary notations from the materials; 

• transfer the materials to another person or "mirror" the materials on any other server.

Upon termination, your viewing right will also be terminated and you must destroy any downloaded materials in your possession whether it is printed or electronic format.

If you believe any Website Content (including any third-party User Content) infringes your copyright, you should notify our designated copyright agent in writing at the following address:

By Mail:  

ReferralExchange, Inc.
PO Box 3634, Seattle, WA
98124-3634

By Email: support@realestateagents.com 

Such written notice must meet the requirements of the Digital Millennium Copyright Act and include the following information: 

• Description of the copyright work you are claiming to have been infringed;

• Description of where the allegedly infringing material is located on this Website;

• Your name, address, telephone number and email address;

• A signed 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;

• A statement by you, made under penalty of perjury, affirming that the above information in your notice is accurate, and that you are the owner of the copyright at issue or are authorized to act on the copyright owner's behalf; and

• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright at issue.

8. Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, THIS WEBSITE, THE SERVICES, AND WEBSITE CONTENT ARE MADE AVAILABLE ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THAT THE WEBSITE OR SERVICES WILL BE AVAILABLE FOR USE, OR THAT ALL PRODUCTS, FEATURES, FUNCTIONS, SERVICES OR OPERATIONS ARE ACCURATE, UP TO DATE, OR WILL BE AVAILABLE OR PERFORM AS DESCRIBED OR ERROR-FREE. ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS RELATING TO THIS WEBSITE, THE SERVICES, AND WEBSITE CONTENT ARE HEREBY DISCLAIMED. 

Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of this Website or the Services. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the Services, including, without limitation, Website Content associated with your use of the Services.

YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE, OUR AFFILIATES, SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATIONAL SERVICE PROVIDERS, ADVERTISERS AND SUPPLIERS, SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND, DIRECT OR INDIRECT, IN CONNECTION WITH OR ARISING FROM YOUR USE OF THIS WEBSITE OR THE SERVICES OR FROM THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES.

9. Release

YOU HEREBY AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE COMPANY AND ITS AUTHORIZED SERVICE PROVIDERS, EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE WHATSOEVER WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER EXIST, WHICH ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THIS WEBSITE, THE SERVICES OR WEBSITE CONTENT.

10. Dispute Resolution Provision and Agreement to Individual Arbitration

Please review this section carefully. This arbitration provision limits your and our ability to litigate claims in court and you and us each agree to waive respective rights to a jury trial or a state or federal judge. You agree that you will not file any lawsuit against us in any state or federal court.

BY ACCESSING AND/OR USING ANY WEBSITE OR SERVICES, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT TO ARBITRATE. 

You and we (collectively, the “Parties”) each agree that any and all disputes or claims that have arisen or may arise between you and us relating in any way to or arising out of this or previous versions of these Terms, your use of or access to our Website, or member benefit offers for any product or services sold, offered, or purchased through our Website, any communications between you and us, or any other dispute you may have with us (collectively, “Dispute”), shall be resolved pursuant to this Dispute Resolution Process, except as exempted below. For U.S. residents, the Federal Arbitration Act (“FAA”), not state law, shall govern this Dispute Resolution Process and the arbitrability of all Disputes between us and you. The law of the State of California or federal law, where applicable, shall govern the substance of any Dispute. 

1. Informal Dispute Resolution

If you believe you have a Dispute with us, please contact us by email at support@referralexchange.com so we can try to resolve your concerns. We will likewise contact you by email or other available contact information if we believe we have a Dispute with you. For a period of sixty (60) days from the date of receipt of notice from the other party, we and you will engage in a dialogue directly through consultation and good faith negotiations in order to attempt to resolve the Dispute, though nothing will require either you or us to resolve the Dispute on terms with respect to which you and we are not comfortable. Most concerns may be quickly resolved in this manner. Participation in this informal dispute resolution process—during which any applicable statute of limitations or filing fee deadline will be tolled—shall be a precondition to either party initiating a lawsuit or arbitration. Any Dispute that is not resolved through informal resolution shall be submitted to binding arbitration or small claims court as provided below.  

2. Binding Arbitration

If we cannot resolve a Dispute as set forth in the manner described in the preceding paragraph within sixty (60) days of receipt of the notice, then ANY AND ALL DISPUTES BETWEEN YOU AND US, WHETHER BASED IN CONTRACT, TORT, STATUTE, REGULATION, OR ANY OTHER LEGAL OR EQUITABLE THEORY AND WHETHER ARISING BEFORE OR AFTER THE EFFECTIVE DATE OF THESE TERMS, MUST BE RESOLVED BY FINAL AND BINDING INDIVIDUAL ARBITRATION, EXCEPT FOR CLAIMS OF DEFAMATION, VIOLATION OF THE COMPUTER FRAUD AND ABUSE ACT, AND INFRINGEMENT OR MISAPPROPRIATION OF ANY OTHER PARTY’S PATENT, COPYRIGHT, TRADEMARK, OR TRADE SECRETS, AND ANY CLAIMS BROUGHT IN SMALL CLAIMS COURT. 

BY AGREEING TO ARBITRATE, EACH PARTY IS GIVING UP ITS RIGHT TO GO TO COURT  AND HAVE ANY DISPUTE HEARD BY A JUDGE OR JURY (OTHER THAN SMALL CLAIMS COURT AND AS EXPRESSLY EXEMPTED UNDER THIS DISPUTE RESOLUTION PROVISION). YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY.

Any Dispute will be resolved solely by binding individual arbitration before the American Arbitration Association (“AAA”) using AAA’s then-current Commercial Arbitration Rules (or if applicable, Consumer Arbitration Rules), including, when applicable AAA’s Mass Arbitration Supplementary Rules. You can obtain AAA procedures, rules, and fee information as follows: 800.778.7879 and http://www.adr.org. The arbitration will be conducted by a single arbitrator who shall be a retired state or federal court judge and who shall apply and be bound by these Agent Terms. The arbitrator must be neutral and the Parties will each have a reasonable opportunity to participate in the process of choosing the arbitrator. Remedies that would otherwise be available to the Parties under applicable federal, state or local laws remain available under this arbitration clause. The arbitrator will determine any Dispute according to applicable law and facts based upon the record and no other basis and will issue a written statement of the essential findings and conclusions on which the award is based for each claim asserted. All issues are for the arbitrator to decide, including issues of arbitrability of any Dispute, except that issues relating to whether the Parties have entered a valid agreement to arbitrate are for the court to decide. To provide the most efficient resolution process, arbitration hearings may be conducted via electronic or telephonic means or by a submission of documents in lieu of a personal appearance by the Parties. However the arbitrator shall have discretionary authority to require a face-to-face meeting if the arbitrator determines that such a meeting is necessary for a fundamentally fair hearing. The in-person hearing shall take place in your county of residence or some other location that is convenient for you.

3. No Class Action Matters

THE PARTIES FURTHER AGREE THAT ANY ARBITRATION SHALL BE CONDUCTED IN THEIR INDIVIDUAL CAPACITIES ONLY AND NOT AS A CLASS ACTION OR OTHER REPRESENTATIVE ACTION, AND THE PARTIES EXPRESSLY WAIVE THEIR RIGHT TO FILE A CLASS ACTION, PARTICIPATE IN A CLASS ACTION, OR SEEK RELIEF ON A CLASS BASIS. Disputes will be arbitrated only on an individual basis and will not be joined or consolidated with any other arbitrations or other proceedings that involve any claim or controversy of any other party. But if, for any reason, any court with competent jurisdiction holds that this restriction is unconscionable or unenforceable, then our agreement to arbitrate will not apply and the Dispute must be brought exclusively in court pursuant to the provisions of Section 10.h (“Jurisdictional Issues”) below. The arbitrator does not have the power to vary these class action waiver provisions.

4. Arbitration Fees

If you initiate the arbitration, you will be responsible for paying the initial arbitration fee. All other costs of the arbitration will be borne by us. You will be responsible for your own attorneys’ fees and expenses unless the arbitration rules or applicable law permit you to recover your attorneys’ fees. You will not be required to pay any fees or costs incurred by ReferralExchange if you do not prevail in arbitration, unless the arbitrator determines that the claim was brought in bad faith, in which case the arbitrator may award us attorney’s fees, expert witness fees, arbitration-related fees and/or costs. If we initiate an arbitration against you, we will pay all costs associated with the arbitration (other than your attorneys’ fees and expenses unless permitted to be recovered under the arbitration rules or applicable law).

5. Injunctive Relief

The foregoing provisions of this Dispute Resolution Process will not apply to any legal action taken by us to seek an injunction or other equitable relief in connection with, any loss, cost, or damage (or any potential loss, cost, or damage) relating to or arising out of the Services, ReferralExchange’s intellectual property rights, ReferralExchange's operations, or ReferralExchange’s products or services.

6. Excluded Matters

Notwithstanding the foregoing, either of us may bring a qualifying Dispute in a small claims court of competent jurisdiction. Claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of any other party’s patent, copyright, trademark, or trade secrets, are also excluded from the arbitration requirement above (Section 10.b).

7. 30-Day Right to Opt Out

You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to the following address via certified mail: ReferralExchange, Inc., 580 California St. 16th Floor, San Francisco, CA 94104. The notice must be sent within thirty (30) days after the date you first agreed to these Agent Terms, otherwise you shall be bound to arbitrate disputes in accordance with the terms of this Section 10. If you opt out of these arbitration provisions, ReferralExchange also will not be bound by them.

8. Jurisdictional Issues

Except where arbitration is required above or with respect to the enforcement of any arbitration decision or award, any action or proceeding relating to any Dispute arising hereunder may only be instituted in state or Federal court located in San Francisco County, California. You and we consent to the exclusive personal jurisdiction and venue of such courts for such matters. The law of the State of California or federal law, where applicable, shall govern the substance of any Dispute (nonetheless, the FAA governs this Dispute Resolution Process). 

11. Indemnification

You agree to indemnify and hold the Company, its subsidiaries, affiliates, agents, shareholders, officers, service providers, contractors, vendors, and employees harmless from any claims, demands, costs, expenses, including reasonable attorneys' fees, losses, damages, and liabilities, whether actual alleged or threatened made by any third party due to or arising out of your use of this Website, the Services, the violation of this Agreement by you, or the infringement by you, or other user of this Website using your computer, of any intellectual property or other right of any person or entity. The Company and its service providers assume no responsibility whatsoever for such content or actions. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

12. Revisions and Errata

The materials appearing on this Website may include technical, typographical, or photographic errors. We will not promise that any of the materials in this Website are accurate, complete, or current. We may change the materials contained on its Website at any time without notice. We do not make any commitment to update the materials.

13. Links/Third-Party Sites

Other websites or services, such as those websites we provide links to, or websites you may have clicked-on that directed you to us, have their own terms of use, privacy policies regarding data collection, use and disclosure practices. You acknowledge that we are not responsible for the availability of, or the content, accuracy, or accessibility of any third-party site. You should contact the site administrator for those third-party sites if you have any concerns regarding such links or the content located on such sites. If you visit any other website, we encourage you to review that website’s terms of use and privacy policy.

We are not responsible for the policies or practices of third parties.

14. Site Modifications

We reserve the right to change any information, feature or function of our Website without prior notice. We may deny you access to this Website or the Services for any reason without prior notice if you engage in any conduct or activities that we determine, in our sole discretion, violate this Agreement, our legal rights or the legal rights of any third party or are otherwise inappropriate. We are not responsible for any errors or delays in providing the Website whether caused by errors in the registration information you provided by any technical problems in our system. 

15. Governing Law

Any claim related to this Website shall be governed by the laws of California without regards to its conflict of law provisions.

16. Severability

If any provision of this Agreement shall be unlawful, void or unenforceable for any reason, the other provisions shall not be affected thereby and shall remain valid and enforceable to the maximum possible extent.

You may contact us by email: support@referralexchange.com

These Terms were last modified on the date indicated above and are effective immediately.