I. Agreement: This agreement between CREF Xchange (hereafter known as “Company”) and the Account Holder (hereafter known as “client”) shall remain in effect until such time that all aspects of the selected program have been fulfilled or all leads have been downloaded.
II. Initial Payment: As compensation for services provided by Company, client understands and agrees to enter into this agreement making full payment in advance of account activation or advertising campaign launch based on advertised pricing for chosen program. Account activation will occur within five business days of acceptance of payment for payments made by personal or corporate check and Same Day Activation for Wire Transfer clients. Client also agrees to pay any collection costs and/or reasonable attorney fees/court costs should collection action be required due to dishonored checks.
III. Renewal / Grandfather Clause: Client will be offered the opportunity to renew at the same rate as that of the initial order. Renewals must be transacted within 30 days from the time of fulfillment of the initial order for broker lead purchases in order to maintain initial pricing and benefits. After this time current CPL (cost per lead) will apply. Lender advertisers are grandfathered in each month based on initial pricing.
IV. Commercial Mortgage Leads – Deal Flow & Retrieval:
Client is responsible for retrieving leads / loan requests Online via the web site. Available lead flow may vary according to filters as set by client, verification and network activity. Company cannot guarantee specific volume nor the number of leads available at any given time or day. Alerts for matching leads are sent based on current filters. Client agrees to log in promptly to review loan requests and cherry pick from those meeting their preferences. Company does not guarantee matching leads made available at the time alerts are sent will remain in the system for any duration of time. Lender leads are
delivered directly to Lender or AE account and downloadable in Excel, CSV or HTML
V. Lead Return Policy: Client understands and agrees that company is not responsible for the accuracy of loan information provided by the referring party or applicant beyond that which is provided on the lead upon download. Broker Lead Credit requests will be honored in accordance with our 100% contact guarantee as follows: Leads that cannot be contacted within a 7-day period from the date of download or who have signed loan documents with another lender within 7 days of download are returnable. Leads must be returned within the allowed time frame stated herein in order to receive a return credit. The 7-day period is calculated in hours from the moment a lead is downloaded (72 – 166hrs). Thus a lead taken on Monday at 8am EST would be returnable until the following Monday at 7:59am EST.
NOTE: Broker Clients who change their filters and subsequently download leads matching the new filters thereafter attempting to dispute the validity of said leads on the basis of a failure to correspond with previously requested filters will be denied a credit/return. Clients who download leads with the sole purpose being to deplete their accounts to Zero in an effort to initiate the refund policy stated below in section XVI are disqualified from said policy as the purpose of the network and this program is to assist CRE borrowers in finding the funding or assistance they need and such
behavior would leave those borrowers wanting without cause. All returned leads will be reviewed by our QC staff after the instant credit issued and may be re-contacted to validate the claim. If any lead is returned but in re-verification states they are still actively seeking assistance the lead credit will be deducted and client will be notified that the prospect is still seeking assistance. If the majority of leads purchased cannot be offered by our system within 12 months of activation a proportionate refund shall be issued upon request for broker accounts. The max number of returns will be equal to the number of leads purchased minus bonus leads and credits. Bonus leads and services are not covered under this policy. All leads returned for Signed Loan Documents are subject to verification before credit. This policy does not apply to lenders. Resellers do not have lead return capability unless agreed to in writing prior to account setup.
VI. Service: Commercial Mortgage Leads are provided on a first come first serve basis, are exclusive and verified prior to being loaded to the system. Some programs offer 100% contact rate, guaranteeing that if the commercial borrower cannot be contacted within 7 calendar days the lead may be returned and a replacement issued instantly. If a lead is returned due to “No Answer” the lead will be re-verified. If in fact the lead is contacted by Company the lead credit will be denied. All promotional incentives offered with a client’s program are not covered by the same guarantees as the original program offering in terms of allowed reason for returning a lead. Lender advertisers receive loan requests matching the lender’s filters in real time sent directly to their account. Loan requests can be downloaded in Excel, CSV or HTML.
VII. Pricing: Company reserves the right to change pricing of leads and/or programs at any time without prior notice however any client who renews in accordance with section III when their account is fulfilled will be granted grandfathered status and therefore will not be affected by any increase from the date of original purchase.
VIII. Right of Refusal: Company retains the right to refuse to do business with or terminate any client at any time for reasons including, but not limited to, the following:
1. Inappropriate conduct (foul language, spamming the cs system, lead return fraud, non-disclosure as reseller, theft, threats, efforts to defame or disparage Online or off, false complaints or other malicious behavior toward lead prospects and/or Company or its staff).
2. Unethical business practices. False company names, web or email addresses, false claims for loan approvals to acquire fees, violation of state or federal laws.
3. Making fraudulent claims in reference to leads provided or loan and or mod clients acquired.
4. Failure to meet any of the eligibility criteria as listed below. If client violates this part, their account may be terminated and closed without further access to leads or any right to refund.
IX: Broker Eligibility: Clients may not engage in deceitful, illegal or unfair businesses practices. Clients may not violate privacy and/or anti-spam laws. Company reserves the right to refuse to do business with any client who fails to meet the above criteria. Commercial Providers are Not required to be licensed in most states when providing loans or modifications for commercial real estate property owners. Resellers will be accepted on a case by case basis and are not protected by the return nor refund policies contained herein. Please refer to your state’s statute for mortgage broker licensing specific exemptions and requirements if any.
X. Entire Agreement, Modification Waiver: This Agreement constitutes the entire agreement between the parties pertaining to the subject matter contained herein. It supersedes all prior and contemporaneous agreements, representations and understandings of the parties. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all parties. No waiver of any of the provisions of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by both parties.
XI. Severability: To the extent that any provision of this Agreement conflicts with governing law or any provision is held to be null, void, or otherwise ineffective or invalid by a court of competent jurisdiction, (a) such provision will be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and (b) the remaining terms, provisions, covenants, and restrictions of this Agreement will remain in full force and effect.
XII. Relationship of Parties: Client and Company are independent under this Agreement, and nothing herein shall be construed to create a partnership, joint venture or agency relationship between Client and Company.
XIII. Law and Venue: This Agreement shall be construed in accordance with, and governed by, Florida law as applied to contracts that are executed and performed entirely in Florida but excluding laws that direct the application of another jurisdictions laws. The parties agree that any suit, action, or proceeding arising out of or relating to this Agreement, or the interpretation, performance or breach of this Agreement, shall be instituted in any court of the State of Florida located in Duval County. Each party irrevocably submits to the jurisdiction of those courts and waives all objections to jurisdiction or venue that it may have under the laws of the State of Florida or otherwise in those courts in any suit, action, or proceeding. The parties expressly stipulate, consent to and agree that the specific geographic location as the place of performance of this Agreement, in its entirety, shall be within the county of Duval in the State of Florida. By the terms of this contract, the exclusive venue for any action between them shall be within the county of Duval in the State of Florida.
XIV. Prevailing Party / Attorney’s Fees: The parties hereto agree that in the event that either party is required to institute legal proceedings to enforce any of the terms, covenants and conditions of this agreement, the prevailing party shall be entitled to reimbursement from the other party for all legal expenses incurred, including appellate fees as well as court costs incurred in connection therewith.
XV. Indemnification: Company agrees to indemnify and hold free and harmless Client from and against all manner of loss, damage and liability (including court costs and attorney’s fees) arising from any claim made against Client or loss incurred by Client as a result of or in any way arising from, relating to, or connected with Client’s obligations identified within or under the DNC or CAN SPAM act.
XVI. Force Majeure. Neither Party will be liable for any failure or delay in performing an obligation under this Agreement that is due to any of the following causes, to the extent beyond its reasonable control: acts of God, accident, riots, war, terrorist act, epidemic, pandemic, quarantine, civil commotion, breakdown of communication facilities, breakdown of web host, breakdown of internet service provider, natural catastrophes, governmental acts or omissions, changes in laws or regulations, national strikes, fire, explosion, generalized lack of availability of raw materials or energy
XVII. Success Guarantee: Company Guarantees upon completion of your program at least two loans / deals closed and paid or in the pipeline to close or a full refund shall issue. The completion of your program includes all leads purchased, bonus leads and returned credits. Once a client’s account is showing a ‘0’ remaining download balance the guarantee in full force. Refund requests are administered by our Quality Control Department upon review and verification of all downloaded prospects. This guarantee covers any filter set you choose during the time period and not in violation of section V of this agreement. Refund requests are to be made via our Online help desk and require (up to 90 days) for verification by our staff that no loans / deals have been closed or are in the pipeline / process to close. Pipeline loans / deals will be given an opportunity to close before a refund issues. Client must apply for refund under this policy within 10 days of the last downloaded lead from their account.
Last Revised: 1/1/2023