Terms of Service

These Terms of Service ("Terms") govern your access to and use of PocketLis, including its website, software, applications, features, and related services (collectively, the "Service"). By creating an account, clicking to accept these Terms, or accessing or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Service. You represent that you are at least 18 years old, have authority to enter into these Terms, and are using PocketLis for legitimate business purposes.

PocketLis is a technology platform that connects real estate investors with licensed real estate professionals. Investors may use PocketLis to post real estate opportunities for which they represent that they have a legitimate contractual interest, rights, or other lawful authority relating to the property and appropriate authorization to engage a real estate professional. Licensed real estate professionals may review those opportunities and independently determine whether they wish and are legally permitted to work with an investor. For purposes of these Terms, a property posted by an Investor is referred to as an "Opportunity." Posting an Opportunity on PocketLis does not, by itself, constitute an MLS listing, brokerage listing, public advertisement by PocketLis, or listing agreement.

PocketLis Is a Technology Provider, Not a Brokerage

PocketLis provides software, communication, verification, discovery, and matching tools. PocketLis is not:

• A real estate broker or brokerage
• A real estate agent
• A multiple listing service ("MLS")
• A title or escrow company
• A mortgage broker or lender
• An attorney or law firm
• A property owner
• A buyer or seller in the underlying transaction
• A fiduciary of any user
• A party to any listing agreement, purchase agreement, novation agreement, authorization, closing, or other real estate transaction

PocketLis does not represent property owners, Investors, Realtors, brokers, buyers, or sellers. PocketLis does not provide legal, brokerage, financial, tax, title, or investment advice.

Users may describe certain Opportunities using terms such as "novation," "retail disposition," "contractual interest," or similar terminology. PocketLis does not determine whether an Opportunity legally qualifies as a novation or any other particular transaction structure. The existence of an AIF, purchase agreement, authorization document, power of attorney, addendum, or other document does not constitute a determination or representation by PocketLis that:

• The document is valid or enforceable
• The Investor has authority to market the property
• A Realtor may advertise or list the property
• A particular transaction structure complies with state law
• The documentation satisfies brokerage or MLS requirements
• A seller has provided all legally required consent
• A transaction may lawfully proceed

Each user must independently evaluate the transaction and comply with applicable law.

You agree to provide accurate, current, and complete information and to keep that information updated. You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activity conducted through your account
• Ensuring information you provide is accurate
• Promptly notifying PocketLis of unauthorized account access

You may not create an account using false information or impersonate another person or business. PocketLis may require identity, business, transaction-history, or professional-license verification as a condition of using certain features. Unless otherwise approved by PocketLis, each person may maintain only one account.

If you use PocketLis as an Investor, you make the following representations and warranties each time you post an Opportunity. You represent and warrant that:

• You have a legitimate contractual interest, ownership interest, or other lawful authority relating to the property sufficient for the activities you intend to undertake
• The property owner has knowledge of and has provided any consent or authorization required for the proposed transaction structure and for your engagement of a licensed real estate professional
• You have obtained any written authorization, contractual rights, signatures, disclosures, or other documentation required by applicable law and your agreements with the property owner
• Any purchase agreement, AIF, authorization, power of attorney, addendum, or other document you provide is authentic, current, and has not been materially altered or misrepresented
• You will accurately describe your role and interest in the property and will not falsely represent yourself as the property owner, Realtor, broker, title holder, or other person or entity
• You will comply with applicable laws and regulations governing real estate transactions, wholesaling, contractual or equitable interests, assignments, advertising, marketing, disclosures, licensing, and related activities
• You will not post a property merely because you have contacted the owner, obtained a lead, negotiated with the owner, or expect to obtain a contract in the future
• You have the right to provide PocketLis and a matched real estate professional with the property information, photographs, documents, and other information you upload

No Unauthorized Property Posting

Posting property without the owner's knowledge or without the contractual rights or authorization required for the proposed activity is prohibited. PocketLis may request documentation supporting your contractual interest or authorization at any time. PocketLis may remove an Opportunity or suspend or terminate an account if PocketLis reasonably believes the Investor lacks appropriate authority or has provided false or misleading documentation. PocketLis does not obtain seller consent on behalf of Investors.

If you use PocketLis as a Realtor, agent, broker, or other licensed real estate professional, you represent and warrant that:

• You hold all licenses required for the activities you perform
• Your license is active and in good standing where required
• You are properly affiliated with or supervised by a brokerage where required
• Your use of PocketLis is permitted by your brokerage
• Information you provide about your license, brokerage, markets, and experience is accurate
• You will comply with applicable licensing laws, brokerage policies, MLS rules, advertising requirements, agency laws, disclosure requirements, and professional standards

Independent Review Required

A PocketLis verification, match, uploaded document, AIF, purchase agreement, authorization, or other document should not be treated as legal approval to advertise or list a property. Before advertising, marketing, or placing any property on an MLS, the real estate professional is independently responsible for determining:

• Who must authorize the listing
• What listing agreement or other agreement is required
• Whose signatures are required
• Whether the Investor's contractual interest or authority is sufficient
• Whether seller consent is adequate
• What disclosures are required
• Whether the proposed transaction structure is permitted
• Whether brokerage approval is required
• Whether the Opportunity complies with applicable MLS rules
• Whether additional documents are necessary

If additional signatures, seller acknowledgments, disclosures, listing agreements, or other documentation are required, the Realtor is responsible for obtaining them before proceeding. A match through PocketLis is not authorization to place a property on the MLS.

PocketLis may charge Realtors or other professional users subscription fees, credits, usage fees, or other fees for access to or use of platform functionality. Such fees compensate PocketLis for access to and use of its technology platform. PocketLis does not:

• Receive a percentage of a Realtor's commission
• Receive a percentage of a property's sale price
• Receive a success fee based on a closing
• Collect or disburse real estate commissions
• Collect seller or buyer proceeds
• Hold earnest money or escrow funds
• Receive compensation based on the value of a real estate transaction

PocketLis fees are not calculated based on whether a transaction closes, the amount of any commission earned, or the property's ultimate sale price. The parties intend that amounts paid to PocketLis compensate PocketLis for bona fide access to and use of software and platform functionality and not for the referral of settlement-service business. Nothing in PocketLis requires an Investor to select a particular Realtor because that Realtor paid PocketLis. Any brokerage commission, listing compensation, transaction fee, or other compensation relating to the underlying transaction must be determined separately between the appropriate parties and handled outside PocketLis in accordance with applicable law. PocketLis does not set, negotiate, recommend, or guarantee Realtor commissions.

PocketLis may allow users to discover, request, accept, decline, or connect regarding Opportunities. A "match," introduction, connection, acceptance, or similar action through PocketLis means only that the platform has facilitated contact between users. It does not create:

• A listing agreement
• A brokerage relationship
• An agency relationship
• A partnership or joint venture
• An employment relationship
• A fiduciary relationship
• A purchase agreement
• A guarantee that the Realtor will accept the Opportunity
• A guarantee that the property will be listed or sold

Investors and Realtors are responsible for independently negotiating and executing any agreements required between them or with the property owner. PocketLis does not participate in those negotiations unless expressly stated as a software feature.

PocketLis does not guarantee:

• That an Opportunity is valid
• That an Investor's contract is enforceable
• That seller authorization is sufficient
• That a Realtor's license information is current
• That a property can legally be listed
• That an MLS will accept a listing
• That a seller, Investor, Realtor, buyer, broker, title company, or other party will perform
• That a property will receive offers
• That a transaction will close
• That any user will earn money or receive a commission
• The accuracy of property values, pricing, photographs, documents, or representations

Verification badges, experience information, document reviews, account approvals, or similar features are provided for platform purposes and do not constitute endorsement, legal approval, underwriting, or a guarantee by PocketLis. Users must perform their own due diligence.

You retain ownership of content and documents you submit to PocketLis. By uploading or submitting content, you grant PocketLis a non-exclusive, worldwide, royalty-free license to host, store, reproduce, display, transmit, and process the content only as reasonably necessary to operate, secure, improve, and provide the Service and facilitate the Opportunity for which it was submitted. You represent and warrant that:

• You have the right to submit the content
• Your content is accurate in all material respects
• Providing the content does not violate law
• Providing the content does not violate another person's contractual, privacy, intellectual-property, or confidentiality rights

You should not upload unnecessary highly sensitive information, including Social Security numbers, complete financial-account credentials, passwords, or security codes. PocketLis may remove, redact, restrict, or request replacement of content that creates security, privacy, legal, or platform-integrity concerns. Use of personal information submitted through PocketLis is also governed by our Privacy Policy.

PocketLis may review accounts, licenses, Opportunities, transaction history, photographs, documents, and other information for platform-integrity purposes. PocketLis may approve, reject, restrict, suspend, investigate, or remove accounts or content when reasonably necessary to:

• Prevent fraud
• Protect users
• Enforce these Terms
• Address complaints
• Maintain platform quality
• Respond to legal concerns
• Protect PocketLis

When practicable, PocketLis may provide notice of significant account actions, but immediate action may be taken where necessary for security, fraud prevention, legal compliance, or user protection. PocketLis's review is not a legal review and should not be relied upon as confirmation that a transaction or document complies with applicable law.

All users must comply with the federal Fair Housing Act and all applicable state and local fair-housing and anti-discrimination laws. Users may not use PocketLis to unlawfully discriminate against, exclude, steer, discourage, or otherwise treat persons differently based on race, color, religion, national origin, sex, familial status, disability, or any other characteristic protected by applicable law. Users must ensure that property descriptions, communications, selection criteria, advertising, and other activities comply with applicable fair-housing requirements. PocketLis may remove content or accounts that violate this section.

You may not:

• Provide false, misleading, deceptive, or fraudulent information
• Falsify license information, transaction history, documents, signatures, or authorization
• Post property without the rights or authorization required for your proposed activity
• Represent that PocketLis has approved the legality of a transaction
• Impersonate another person or entity
• Misrepresent ownership of or authority concerning property
• Upload documents or photographs you do not have the right to use
• Violate brokerage, MLS, advertising, licensing, or other applicable rules
• Use PocketLis for unlawful discrimination
• Harass, threaten, defraud, or abuse other users
• Circumvent security or access controls
• Attempt unauthorized access to another account
• Introduce malware or harmful code
• Scrape, crawl, harvest, copy, or systematically extract platform data without written permission
• Use bots or automated systems to access PocketLis except through functionality expressly authorized by PocketLis
• Sell or transfer your account
• Use information obtained through PocketLis for unrelated spam, harassment, or unlawful solicitation
• Use PocketLis in violation of applicable law or third-party rights

PocketLis may take appropriate action against violations, including content removal, account restrictions, suspension, or termination.

Users transact independently from PocketLis. You are solely responsible for evaluating:

• Other users
• Property information
• Contracts
• Authorization documents
• Licenses
• Brokerage relationships
• Listing agreements
• Property condition
• Pricing
• Compensation
• Title
• Closing requirements
• Other transaction risks

PocketLis is not responsible for the conduct, representations, omissions, performance, or non-performance of another user. To the maximum extent permitted by law, you release PocketLis and its affiliates, officers, directors, employees, and agents from claims and losses arising solely from disputes or dealings between you and another user. This release does not apply to claims arising directly from PocketLis's own conduct where liability cannot lawfully be excluded. Disputes concerning an underlying transaction, commission, listing agreement, seller authorization, contract, title issue, escrow, closing, or user conduct must generally be pursued against the applicable party, not PocketLis.

By creating an account, you agree that PocketLis may provide account notices, agreements, disclosures, security messages, and other communications electronically, including through email, the Service, or other electronic means permitted by law. You agree that electronic acceptance of these Terms and other agreements may have the same effect as a handwritten signature to the extent permitted by applicable law. If a particular law requires additional consent before a specific record or disclosure may be delivered electronically, PocketLis may request that consent separately.

SMS

If you provide a phone number, PocketLis may send communications that are reasonably related to your account or use of the Service where permitted by law. Marketing SMS messages will be sent only where any consent required by applicable law has been obtained. Consent to receive marketing messages is not a condition of purchasing or using PocketLis. Message frequency may vary. Message and data rates may apply. You may opt out of marketing SMS communications by replying STOP or through another available opt-out method. PocketLis will process revocation and opt-out requests as required by applicable law. You may continue to receive communications through email, in-app notifications, or other permitted methods necessary to administer your account.

PocketLis and its software, branding, logos, interface, platform design, original content, and related intellectual property are owned by PocketLis or its licensors and are protected by applicable intellectual-property laws. Except as expressly authorized, you may not reproduce, distribute, modify, reverse engineer, sell, sublicense, or create derivative works from the PocketLis Service.

Copyright Complaints

PocketLis respects intellectual-property rights. If you believe content available through PocketLis infringes your copyright, you may send a copyright complaint to: support@pocketlis.com. Your notice should identify the copyrighted work, the allegedly infringing material, its location on PocketLis, your contact information, and any other information required by applicable law. PocketLis may remove or restrict access to allegedly infringing material and may terminate repeat infringers in appropriate circumstances.

PocketLis may offer free, trial, subscription, credit-based, usage-based, or other access plans. If a paid feature or plan applies, the applicable price and material payment terms will be disclosed before purchase. PocketLis may introduce or modify pricing prospectively. We will not retroactively charge you for a previously free service without your agreement to the applicable paid terms. If PocketLis introduces recurring subscriptions or automatic renewal, applicable renewal, cancellation, and billing terms will be disclosed before enrollment as required by law. Unless otherwise stated, fees paid for platform access are non-refundable except where required by law or expressly provided in the applicable pricing terms. PocketLis currently does not charge Investors for standard platform access. PocketLis may change its business model in the future subject to appropriate notice and acceptance where required.

You may stop using PocketLis at any time. PocketLis may restrict, suspend, or terminate an account where reasonably necessary because of:

• Violation of these Terms
• Fraud or suspected fraud
• False documentation
• Unauthorized property postings
• License issues
• User-safety concerns
• Security risks
• Legal or regulatory requirements
• Repeated complaints
• Abuse of the Service
• Nonpayment of applicable platform fees

Where appropriate, PocketLis may provide an opportunity to address the issue before permanent termination, but PocketLis is not required to do so where immediate action is reasonably necessary. Termination does not eliminate obligations or liabilities incurred before termination. Sections that by their nature should survive termination will survive, including intellectual-property provisions, disclaimers, limitations of liability, indemnification, dispute-resolution provisions, and payment obligations.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." POCKETLIS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, AND FITNESS OF ANY OPPORTUNITY FOR A PARTICULAR TRANSACTION STRUCTURE. POCKETLIS DOES NOT WARRANT THAT:

• THE SERVICE WILL ALWAYS BE AVAILABLE OR ERROR-FREE
• USER INFORMATION WILL BE ACCURATE
• DOCUMENTS WILL BE LEGALLY SUFFICIENT
• AN OPPORTUNITY WILL BE LISTED
• A PROPERTY WILL SELL
• A TRANSACTION WILL CLOSE
• A USER WILL PERFORM
• A PARTICULAR TRANSACTION STRUCTURE IS LEGAL OR APPROPRIATE

SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY DISCLAIMERS, SO SOME OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, POCKETLIS AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, COMMISSIONS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR ANTICIPATED TRANSACTION PROCEEDS ARISING FROM OR RELATING TO THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, POCKETLIS'S TOTAL AGGREGATE LIABILITY ARISING FROM OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) $100; OR (B) THE AMOUNT YOU PAID DIRECTLY TO POCKETLIS DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. These limitations do not apply to liability that cannot legally be excluded or limited.

To the maximum extent permitted by law, you agree to defend, indemnify, and hold harmless PocketLis and its affiliates, officers, directors, employees, contractors, and agents from claims, demands, proceedings, damages, liabilities, judgments, settlements, penalties, fines, costs, and reasonable attorneys' fees arising from or relating to:

• Your use of the Service
• Your Opportunity or transaction
• Content or documents you submit
• False or misleading representations by you
• Your lack of contractual rights or seller authorization
• Your violation of brokerage, MLS, licensing, advertising, wholesaling, disclosure, or other applicable requirements
• Your dealings with another user
• Your violation of these Terms
• Your violation of applicable law
• Your violation of another person's rights

PocketLis may assume control of the defense of a matter subject to indemnification, and you agree to reasonably cooperate.

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

Informal Resolution

Before initiating arbitration against PocketLis, you agree to first send a written notice describing the dispute and requested resolution to: support@pocketlis.com. The parties will attempt in good faith to resolve the dispute for at least 30 days after receipt of the notice.

Binding Individual Arbitration

Except for excluded claims described below, disputes arising from or relating to these Terms or the Service that cannot be resolved informally will be resolved through final and binding individual arbitration rather than a court proceeding. The Federal Arbitration Act governs the interpretation and enforcement of this arbitration provision. Arbitration will be administered by the American Arbitration Association ("AAA") under the rules applicable to the dispute, as modified by these Terms. Unless the parties agree otherwise or applicable rules require otherwise, arbitration may be conducted remotely by video, telephone, written submissions, or another reasonably accessible method. The arbitrator may award any remedy available on an individual basis that a court could award under applicable law.

Exceptions

Either party may:

• Bring an eligible individual action in small-claims court
• Seek temporary or preliminary injunctive relief relating to intellectual-property infringement, account security, unauthorized system access, fraud, or misuse of the Service
• Pursue claims that applicable law does not permit to be arbitrated

Class Action and Jury Waiver

TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND POCKETLIS AGREE THAT CLAIMS MAY BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. TO THE EXTENT A DISPUTE IS PERMITTED TO PROCEED IN COURT, YOU AND POCKETLIS WAIVE THE RIGHT TO A JURY TRIAL TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Arbitration Opt-Out

You may opt out of this arbitration agreement by emailing: support@pocketlis.com within 30 days after the date you first accept these Terms. Your request must include your name, the email address associated with your PocketLis account, and a clear statement that you wish to opt out of the arbitration agreement. Opting out of arbitration does not affect the remainder of these Terms.

Severability

If a portion of this arbitration section is found unenforceable, that portion will be severed or limited to the minimum extent necessary, and the remainder will remain effective, except where applicable law requires otherwise.

Except to the extent governed by the Federal Arbitration Act or other applicable federal law, these Terms are governed by the laws of the state in which the legal entity operating PocketLis is organized, without regard to conflict-of-law principles. For disputes that are not subject to arbitration, the parties consent to jurisdiction in the state or federal courts serving PocketLis's principal place of business, except where applicable law requires otherwise.

PocketLis may update these Terms from time to time. Changes will apply prospectively. If we make material changes, we will provide reasonable notice through the Service, email, or another appropriate method. Where applicable law requires affirmative consent to a material change, we will request that consent. Your continued use of PocketLis after an updated version takes effect constitutes acceptance of the updated Terms where permitted by law.

These Terms, together with the Privacy Policy and any applicable pricing or supplemental terms, constitute the agreement between you and PocketLis concerning the Service. If a provision is found invalid or unenforceable, the remaining provisions remain in effect to the maximum extent permitted by law. PocketLis's failure to enforce a provision is not a waiver of that provision. You may not assign your rights or obligations under these Terms without PocketLis's written consent. PocketLis may assign these Terms as part of a merger, acquisition, corporate reorganization, sale of assets, or similar transaction. Nothing in these Terms creates a partnership, employment, joint venture, franchise, fiduciary, brokerage, or agency relationship between PocketLis and any user. Headings are provided for convenience and do not affect interpretation.

Questions concerning these Terms may be sent to: PocketLis, support@pocketlis.com