AdjacentProps.com is a real estate service “Site” which provides business and educational services centered around real estate. While the site provides opportunities to purchase services, your use of the site does not create a business relationship between You and Adjacent Properties Corp. The Site is owned by Adjacent Properties Corp. ("Adjacent Properties", "we," "us," or "our"). By using the site, you agree to the “Terms of Service” outlined.  If you are using the Site on behalf of any entity, you represent that you have authority to bind the entity to these Terms of Service, and the words "you" and "your" refer to such entity as well. If you do not have such authority or you do not accept these Terms of Service, you are not authorized to use the Site.

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1. Our Agreement

You are subscribing to use the Site as a person seeking real estate information. Your use of the Site is governed by these Terms of Service. By using the Site, you also agree to the Privacy Policy. By using certain of our Services, you agree that Adjacent Properties Corp may create a user account for you on our services. Portions of the Site may have additional terms posted, which you must observe in order to use those portions of the Site. These Terms of Service, along with the Privacy Policy and additional terms of the Site, make up the entire agreement between you and Adjacent Properties Corp with respect to the Site, including all services offered through the Site, and this agreement supersedes prior agreements between you and Adjacent Properties Corp.

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2. Modifications

Adjacent Properties Corp. may alter the Terms of Service at any time by posting the modified Terms of Service on the Site or by notifying you by e-mail, at our option. All changes will be effective upon our posting or sending the e-mail and will only affect your use of the Site after the effective date of the change, unless we say otherwise in the notice. You are encouraged to regularly visit these Terms of Service on the Site. Your use of the Site after we provide notice of changes will be considered your agreement to those changes.

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The Site is continually under development, and changes to it, including adding or deleting services and/or features, may be made at any time. Adjacent Properties Corp. will not be liable to you or to anyone else for any modifications to the Site. Your sole recourse for any modifications is to terminate your use of the Site as provided below.

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3. Your Registration Information and Obligations

By registering for the Buyer List on the Site, you certify that: (a) you are at least 18 years of age; and (b) you have provided (and you will maintain and update) true, accurate, current and complete information about yourself and/or company as prompted by our registration form. If any information you provide is or appears to be false, inaccurate, outdated or incomplete, Adjacent Properties Corp. has the right to immediately suspend or terminate your account and restrict or deny further use by you and/or company affiliates to the Site.

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We explicitly disclaim liability for any and all losses and damages arising from your failure to comply with this section.

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4. Use of the Site

Subject to your full compliance with these Terms of Service, you may access and use the Site for your own business purposes. All rights not expressly granted are reserved by Adjacent Properties Corp. and its suppliers and licensors. Except as expressly authorized by Adjacent Properties Corp., you may not use the Site, or any part of it, for any commercial purposes or for the benefit of any third party. By using our services and providing us with your email address, you agree that we can send you emails about our services. You can unsubscribe from these emails by clicking the link at the bottom of all such emails, or by contacting support at contact@adjacentpropscom.

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You agree not to access the Site by any means other than through the browser interface we provide - any automated means of accessing the Site, including through use of scripts, robots or web crawlers, is prohibited.

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5. Intellectual Licenses

All materials in Adjacent Properties Corp.'s Site and Services, including our branding, trade dress, trade names, logos, design, text, search results, graphics, images, pictures, page headers, custom graphics, icons, scripts, sound files and other files, and the selection and arrangement and compilation of information thereof (collectively "Materials"), are proprietary property of Adjacent Properties Corp., its suppliers, its licensors, or its users, and are protected by U.S. and international intellectual property laws, including copyright and trademark laws. Our Materials cannot be copied, imitated, or used, in whole or in part, without our prior written permission. You may not use any meta tags or any other "hidden text" utilizing "Adjacent Properties Corp." or any other name, trademark, or product name of Adjacent Properties Corp. without our permission.

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The Site contains proprietary and confidential information that is available only to registered users and is protected by applicable intellectual property and other laws. The content on the Site, including text, information, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like (collectively, "Materials") and the trademarks, service marks and logos on the Site ("Marks"), are owned by or licensed to Adjacent Properties Corp., subject to copyright and other intellectual property rights under United States and foreign laws and international conventions.

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6. Prohibited Activities

You agree that you will not, nor will you permit any third party to:

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(a) modify, copy or create derivative works of the Site or any Materials, or use the Site, or any part of it, in connection with a competitive product or service;

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(b) attempt to access, download, decompile or reverse engineer the software and technology through which Adjacent Properties Corp. provides the Site;

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(c) except with Adjacent Properties Corp.'s prior express permission, create Internet "links" to the Site or "frame" or "mirror" the Site (or any portion of it) on any other server or wireless or Internet-based device;

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(d) attempt to gain unauthorized access to the Site or use any unauthorized means to modify or reroute the Site (or attempt to do so), including by robots, spiders or other automated device, process or means to access any portion of the Site, or to disable or circumvent any technological measure we use to control or limit access or to protect our rights;

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(e) use the Site in any manner which could damage, disable or overburden the Site or interfere with anyone else's authorized use and enjoyment of the Site, or send or store material containing software viruses, worms, Trojan horses or other harmful code;

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(f) use the Site for an illegal purpose or to induce or encourage illegal activities, or

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(g) post any content, or to engage in behavior or otherwise use the Site in a manner, that is harassing, infringing, libelous, invasive of another's privacy, harmful, threatening, fraudulent, deceptive, obscene including pornographic images and/or video, or otherwise unlawful or tortious, or that would give rise to civil liability. You may not remove, deface or obscure any of our or our providers', suppliers' or licensors' copyright, trademark and other proprietary notices on, in or associated with the Site.

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(h) post any content that violates any US federal, state or local law relating to fair housing, which prohibit discrimination against any person because of race, color, religion, gender, handicap, familial status, or national origin.

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7. Other Users and Third Parties

The Site may link to third party sites not owned or controlled by Adjacent Properties Corp. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s) or any content therein.

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Adjacent Properties Corp. is in no way liable for the actions of any other user of the Site, or for the contents of any third-party web sites. The opinions expressed by other users do not necessarily represent those of Adjacent Properties Corp., nor is Adjacent Properties Corp. responsible in any way for the words or actions of such persons or entities. You are solely responsible for determining whether to engage in subject business transactions. Further, Adjacent Properties Corp. is not responsible for the collection from or payment of any commissions or other amounts owed to you based on your use of the Site.

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You are solely responsible for any messages, reviews, text, photos, videos, graphics, code, or other content or materials (collectively "User Content") that you post, submit, publish, display or link to through the Services or send to other Adjacent Properties Corp. users. At all times, you promise to abide by these Terms of Use.

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Adjacent Properties Corp. does not approve, control, or endorse your or anyone else's User Content, and has no obligation to do so. However, we reserve the right (but assume no obligation) to remove or modify User Content for any reason, at our sole discretion, including User Content that we believe violates our Terms of Use.

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8. Refusal and Termination of Services

Adjacent Properties Corp. reserves the right to refuse service, or to terminate service, to any user at any time and for any reason, including but not limited to for any violation of these Terms of Service.

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You may terminate your use of the Site and its services at any time.

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You are responsible for paying all amounts owed to Adjacent Properties Corp. regardless of termination of your use of the Site. Upon any termination, we will be under no obligation to provide a monetary refund to you, even if any money is available in your wallet or account. Upon any termination of your account, we reserve the right to permanently delete all of your Content and to terminate your access to and use of the services.

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9. Disclaimer of Warranties

THE SITE, INCLUDING ALL SERVICES, IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

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WE DO NOT WARRANT THAT (A) THE SITE WILL BE ERROR-FREE, UNINTERRUPTED OR SECURE, (B) DEFECTS WILL BE CORRECTED, (C) YOUR USE OF THE SITE WILL MEET YOUR REQUIREMENTS, OR (D) ANY CONTENT OR INFORMATION ON THE SITE IS CORRECT, RELIABLE, CURRENT OR COMPLETE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, YOU OBTAINED THROUGH OR FROM THE SITE OR FROM ANY AGENT OF ADJACENT PROPERTIES CORP. CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.

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10. Limitations of Liability

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SITE AND ALL OF ITS SERVICES IS AT YOUR OWN RISK.

TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL ADJACENT PROPERTIES CORP. OR ANY OF ITS OFFICERS, DIRECTORS, AGENTS, AFFILIATES, EMPLOYEES, ADVERTISERS, DATA PROVIDERS, LICENSORS, SUPPLIERS, AGENTS OR SERVICE PROVIDERS BE LIABLE FOR ANY DIRECT, INCIDENTAL, INDIRECT, PUNITIVE (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE OR SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

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In any event, if the above limitations and exclusions are not enforceable or do not apply, Adjacent Properties Corp.'s aggregate liability otherwise in connection with the Site and its services shall not exceed the amounts, if any, actually paid by you to Adjacent Properties Corp. for the Site and its services in the 6-month period prior to the event giving rise to such liability.

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11. Exclusions and Limitations

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

THE EXCLUSIONS AND LIMITATIONS OF LIABILITY IN THESE TERMS OF SERVICE WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

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12. Indemnification

You agree to indemnify and hold Adjacent Properties Corp., its employees, suppliers, licensors and agents (and its and their successors, officers, directors and employees) harmless from and against any and all claims, demands, costs, liabilities, judgments, losses, expenses and damages (including attorneys' fees) in connection with your use of the Site, including any of its services.

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Adjacent Properties Corp. takes no responsibility and assumes no liability for any User Content or other content, including links to web pages, that you or any other user or third-party posts or transmits using our Services. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose.

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Adjacent Properties Corp. is not responsible in any way for, does not monitor, and does not endorse or guarantee anything about any third-party content (including advertisements, offers, and promotions) that may appear in our Site or Services.

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13. Digital Millennium Copyright Act Compliance

In accordance with the provisions of the Digital Millennium Copyright Act (DMCA) applicable to Internet service providers (17 U.S.C. § 512), Adjacent Properties Corp. has adopted a policy of terminating, in appropriate circumstances and at our sole discretion, users who are deemed to be repeat infringers. If you believe that your work has been copied and has been posted to this Site in a way that constitutes copyright infringement, please provide Adjacent Properties Corp. with the following information:

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• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

• A description of the copyrighted work that you claim has been infringed upon;

• A description of where the material that you claim is infringing is located on the Site;

• Your address, telephone number, and e-mail address;

• Your statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

• Your statement, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

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Before sending a notice to Adjacent Properties Corp., you should confirm that you are the copyright owner or have rights to the copyright, which the DMCA requires. Please send your copyright infringement claim to contact@adjacentprops.com

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14. Governing Law; Dispute Resolution

These Terms of Service will be governed in accordance with the laws of the state of Ohio, without regard to its principles of conflict of laws. You agree that the terms of the Uniform Computer Information Transactions Act, to the extent applicable to the Site and your access and use thereof, if at all, does not apply to these Terms of Service.

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Any dispute relating to the Site or these Terms of Service will be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Any arbitration shall be conducted in Ohio, the city of Cleveland. Judgment on the award rendered may be entered in any court having jurisdiction thereof.

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However, if either you or Adjacent Properties Corp. makes a good faith determination that a temporary restraining order or other injunctive relief is the only appropriate and adequate remedy for a breach of these Terms of Service by the other (including infringement of intellectual or proprietary rights), such action may proceed without first resorting to arbitration subject to Adjacent Properties Corp.’s approval.

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15. Electronic Communications

You agree that we may communicate electronically and that such communications, as well as notices, disclosures, agreements and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by us. Notices and communications to Adjacent Properties Corp. must be sent to the applicable address given in these Terms of Service or to contact@adjacentprops.com

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16. Jurisdictional Issues

This Site is controlled and operated by Adjacent Properties Corp. by its (and, as applicable, its suppliers' and licensors') offices in the United States. Adjacent Properties Corp. makes no representation that materials or content on or available through the Site are appropriate or available for use in all locations worldwide. You are solely responsible for compliance with local laws, if and to the extent local laws are applicable. Access to the Site and its services from jurisdictions where the contents of the Site and its services are illegal or penalized is prohibited.

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17. No Third-Party Beneficiaries or Rights

These Terms of Service do not create any private right of action on the part of any third party or any reasonable expectation that the Site or Services will not contain any content that is prohibited by these Terms of Service.

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18. Data Privacy

Our Privacy Policy governs our collection, use, and disclosure of your personal information, is incorporated into this Terms of Use. It describes what information we collect from you and when, how and why we may create an account for you, who we share your information with and when and how you can opt-out or delete your account. This is important information. By using our Services, you consent to our Privacy Policy.

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19. Feedback

If you provide to us in any way any suggestions or comments regarding the Site, you agree that we (and our providers, suppliers and licensors) may use, share, commercialize and exploit any and all such feedback without obligation or liability to you or any third party, in perpetuity. You agree not to submit any feedback that is subject to any third party rights.

 

20. Miscellaneous

If any portion of these Terms of Service is unenforceable, such portion is severable and will not affect the enforceability of the remainder of these Terms of Service. Failure to exercise or enforce any right or term of these Terms of Service is not a waiver. No waiver of any right under these Terms of Service is effective unless and to the extent in writing signed by an authorized representative of Adjacent Properties Corp.

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A printed version of these Terms of Service and of any notice given in electronic form shall be admissible in any proceedings, to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

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You agree that, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these Terms of Service or your access to and use of the Site must be filed within six (6) months after such claim or cause of action arose or be forever barred.

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These Terms of Service are personal to you and you may not assign these Terms of Service, or your rights or obligations hereunder, to any third party, without our consent. Any attempted assignment without such consent is void. Any provision of these Terms of Service (including all other incorporated terms) that is intended by its terms to survive termination will survive.

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21. Subscriptions & Payment

The benefits, as well as the fees and charges applicable to your benefits are set forth in the receipt when you complete your purchase. Fees, charges and other terms and conditions applicable to the Services are subject to change by Adjacent Properties Corp. at any time by posting such revisions on the Site and/or sending through email notifications to your account's email address. Such changes shall be applicable to any new purchases commencing after such changes are posted on the Site. You agree to pay all fees and/or charges in full and acknowledge that all fees and/or charges are non-refundable on all purchases unless expressed otherwise on the Site. You must provide Adjacent Properties Corp. with a valid credit card, and you authorize Adjacent Properties Corp. to automatically charge the fees in advance or as otherwise indicated in your order for each purchase made. You are responsible for paying (a) all taxes, government charges, and (b) reasonable expenses (including collection agency and attorneys' fees) Adjacent Properties Corp. incurs collecting unpaid amounts. To the fullest extent permitted by law, you waive all claims relating to charges unless claimed within thirty (30) days after the charge (without prejudice to your credit card issuer rights).

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