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Operating
Agreement
The Operating
Agreement contained here also known as "Agreement" has
the complete terms and conditions that apply to an individual's
or entity's participation in the Smoothpath Lead Membership Program
(the "Program"). As used in this Agreement, "we"
means Smoothpath.com, and "you" means the applicant/user,
"this site" means "the smoothpath.com website."
Enrollment
Please
complete the Membership Program Application. Upon receiving your
application, we will evaluate and notify your acceptance in a timely
manner.
Terms of
the Agreement (TOA)
On acceptance to the program, your participation begins and can
be terminated by either party.
Leads
The term "Lead" means a Loan Request, submitted by potential
borrowers. These leads can delivered to participants via fax or
e-mail. Each lead is sent to no more than five (5) participants
which may vary accordly but will not exceed seven (7) participants
per lead.
Note
- The leads
are requests for information, NOT applications for credit.
- Consent from
individual prospective borrowers must be obtained before requesting
his (or her) credit report.
Delivery
of the Leads
We will be responsible for sorting out and delivering of the leads
to you according to your lead requirements and this Agreement. Leads
sent to the e-mail address or fax number provided by you shall,
until we have received notice of any different e-mail address or
fax number, be deemed to have been delivered to you whether actually
received or not. You agree to reply to the leads in a timely manner.
Use of the
Leads
The Leads delivered to you under this Program are for your use only.
You agree that you shall not resell, exchange, transfer or distribute
our leads by any means to any other person or entity (except within
the same lending institution). Violations of these and other of
items of this Agreement will result immediate termination of this
agreement.
Participants
All participating lenders must be Equal Housing Lenders and be duly
licensed or authorized to make loans in each state they chose to
receive leads from. All participants agree to disclose their license
numbers upon request.
Fees
You agree to pay a lead fee of $<<Variable>>for each
"qualified" lead delivered to you by e-mail. $<<Variable>>+<<fax
increment>> if delivered by fax. The "non-qualified"
leads are either duplicates (the leads from the same person sent
to you more than once) or leads with incorrect contact information
(i.e. providing no way to contact the prospect). The lead fee is
established by us and may change. If the fee changes we will send
a change notice to all Program participants and post it on our site.
Payment
Leads are ordered and paid in advance. You may change the number
of leads at any time through this site.
Opening an
Account
Upon receipt of your payment, we will open an account for you. The
username and password you provided will give you the ability to
access your account, view your account balance, make changes to
your information, modify your lead requirements, add/remove states,
etc. You shall be responsible for the confidentiality and use of
your username and password. You agree that we may rely on any notice,
instruction or request furnished to us using your username and password
which is reasonably believed by us to be genuine.
Your Account
Upon delivery of a lead the lead fees will be deducted from your
account. You will be notified by e-mail when your account reaches
a credit balance of $30.00, and you'll have the opportunity to renew
your order. If your account falls to $0.00 we will send you another
notice and put a hold on the leads to you until payment is received.
No other notices will be required.
Reporting
A monthly report will be sent to you showing you account details
including each lead you received in that month and your account
balance. It is your responsibility to review all account statements.
The information contained in your account statements shall be binding
upon you, if you do not object, either in writing or via e-mail,
within ONE month after the account statement is delivered to you.
In all cases, we reserve the right to determine the validity of
your objection to the information contained in the account statement.
Closing an
Account and Termination of Participation
Any of the parties, either you or we, may terminate your participation
at any time, with or without cause, by giving the other party written
notice of termination. Upon confirmation of the cancellation notice,
your account balance will be refunded. If we terminate your participation
for breach, no refund will be granted. Note: Closing an account
will not affect rights and obligations of either party incurred
prior to the date the account is closed.
Disclaimers
We make no express or implied warranties or representations with
respect to the Program or to the leads delivered through the Program
including, without limitation, warranties as to the results that
may be obtained from your participation in the Program or the use
of the leads.
The leads are provided "AS IS", with no warranties whatsoever,
unless otherwise expressly stated in this Agreement. We do not broker
loans and are not an agent of either you, or borrower.
We only collect information from prospective borrowers from this
site and transfer it to you. You agree that we cannot and do not
guarantee the accuracy, reliability or content of any information
submitted by the prospects.
In addition, we specifically disclaim any warranty that the operation
of this site will be uninterrupted or error-free. Therefore we will
not be liable for the consequences of any interruptions or errors.
Limitation
of Liability
We shall not be liable for any indirect, special, incidental or
consequential damages arising in connection with this Agreement
or the Program, including without limitation, any loss of profits
or business interruption, even if we have been advised of the possibility
of such damages. Further, our aggregate liability arising with the
Program will not exceed the total lead generation fees paid or payable
to us.
Indemnification
You agree that you shall defend, indemnify, save and hold us harmless
from any and all demands, liabilities, losses, costs and claims,
including reasonable attorneys' fees, asserted against us, that
may arise or result from any action taken, or any service performed
or agreed to be performed by you, your agents or employees to any
person in response to or in connection with any lead delivered to
you through the Program.
Representations
and Warranties
You hereby represent and warrant to us as follows:
1. This Agreement has been duly and validly executed and delivered
by you and constitutes your legal, valid, and binding obligation,
enforceable against you in accordance with its terms.
2. The execution, delivery, and performance by you of this Agreement
will not conflict with or violate any provision of law, rule, or
regulation to which you are subject.
Independent
Investigation
You acknowledge that you have independently evaluated the desirability
of participating in the Program and are not relying on any representation,
guarantee, or statement other than as set forth in this Agreement.
Entire Agreement
This Agreement constitutes the entire agreement between the parties
pertaining to the subject matter hereof, and supersedes any verbal
conversations, other communications, and previous agreements, if
any.
Modification
You agree that we may modify our Program or change the terms of
this Agreement, in whole or in part, at any time in our sole discretion.
You will be notified by email and a change notice will be posted
on our site. If any modification is unacceptable to you, your only
recourse is to terminate this Agreement. Your continued participation
in the Program following our sending of a change notice will constitute
binding acceptance of the change.
Assignment
You may not transfer your account or assign this Agreement, by operation
of law or otherwise, to any other person or entity, without our
prior written consent. Any such attempted assignment or transfer
shall be void and without effect.
Governing
Law
This Agreement will be governed by the laws of the State of California,
without reference to rules governing choice of laws.
Waiver
Our failure to enforce your strict performance of any provision
of this Agreement will not constitute a waiver of our right to subsequently
enforce such a provision or any other provision of this Agreement.
Your submission to this Program by your application confirms:
1. You agree to be bound by all the terms and conditions of this
Agreement;
2. You acknowledge that you understand the terms of this Agreement.
Other Questions or Comments Email Us at support@smoothpath.com
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