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Terms and Conditions for Masterkey

1. Introduction

Welcome to Masterkey, a web-based platform designed to simplify the home-buying process by connecting homebuyers with a network of specialized professionals, called KeyMates. Masterkey is operated by Dabudage LLC ("Developer", "we", "us", or "our"). By using Masterkey, you accept and agree to be bound by the terms and provisions of this agreement ("Terms"). These Terms may be modified from time to time for any reason. We will provide notice of significant changes by updating the date at the top of the Terms and, where feasible, by email or in-app notification. Your continued use of this platform after any changes constitutes your acceptance of the new Terms. If you do not agree to abide by these Terms, please refrain from using Masterkey. Additionally, please note that your use of this platform is also subject to our Privacy Policy.

No Brokerage Services

Masterkey and Dabudage LLC do not provide real estate brokerage services. We are not real estate brokers or agents, and we do not engage in real estate brokerage activities. Our services are limited to providing a platform that guides homebuyers through the home purchase journey while self-representing in transactions. We do not represent users in any real estate transactions and do not participate in any negotiations or agreements between users and third parties.

No Legal Advice

Masterkey provides informational content and AI-powered guidance to assist you in the home-buying process. The information and guidance provided by Masterkey, including its AI component, are for informational purposes only and should not be considered legal advice. You should consult a qualified attorney for legal advice pertaining to your specific situation.

2. User Acknowledgement

By using Masterkey, you acknowledge and agree that:

  • You are at least 18 years old.
  • You have read, understood, and agree to be bound by these Terms.
  • You understand that Masterkey is a platform that provides guidance and resources to assist you in the home-buying process but does not represent you in any transaction.
  • You are responsible for your own decisions and actions during the home-buying process.

3. Account Registration and Security

To use certain features of Masterkey, you may be required to create an account. You agree to:

  • Provide accurate, current, and complete information during the registration process.
  • Maintain and promptly update your account information to keep it accurate, current, and complete.
  • Maintain the security and confidentiality of your login credentials.
  • Not share your account or login credentials with anyone.
  • Notify us immediately of any unauthorized use of your account.

4. Use of the Services; Restrictions

A. Use of the Services

As long as you comply with these Terms, we grant you a non-exclusive, limited, revocable, personal, non-transferable license to use the Services for your personal, non-commercial use. Except as expressly stated herein, these Terms do not provide you with a license to use, reproduce, distribute, display, or provide access to any portion of the Services on third-party websites or otherwise.

B. Prohibited Uses

You agree not to use the Services for any unlawful or prohibited purpose. You shall not:

  • Use the Services in any manner that could damage, disable, overburden, or impair our servers or networks.
  • Attempt to gain unauthorized access to any part of the Services or any other accounts, computer systems, or networks connected to the Services.
  • Interfere with or disrupt the integrity or performance of the Services.
  • Use any automated means, including robots, spiders, or data mining techniques, to access the Services.
  • Reverse engineer, decompile, or disassemble any portion of the Services.

5. Content Ownership

You own or have permission to use all content, including images and videos ("Your Content"), that you post on Masterkey. By posting Your Content, you hereby grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display Your Content in any media formats and through any media channels. This may include, but is not limited to, using Your Content in our marketing materials or on social media platforms.

6. User Responsibilities

You are solely responsible for the content you post on our platform, and you should exercise reasonable judgment in the content you choose to share. While we are under no obligation to do so, we reserve the right to remove any content you post or terminate your account at any time without providing a reason. You agree not to post content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable.

7. AI Guidance and Limitations

Masterkey includes an AI component designed to guide you through the home-buying process by providing informational assistance. You acknowledge and agree that:

  • The AI guidance is for informational purposes only and does not constitute legal, financial, or professional advice.
  • The AI is not a substitute for professional advice from qualified real estate agents, attorneys, financial advisors, or other professionals.
  • You should not rely solely on the AI guidance for making decisions related to the home-buying process.
  • Masterkey and Dabudage LLC are not responsible for any actions you take or decisions you make based on the AI guidance.

8. No Representation in Transactions

Masterkey does not represent you or any other user in any real estate transactions. We do not participate in negotiations, drafting of contracts, or any other aspects of real estate transactions. Any agreements or transactions you enter into are solely between you and the other parties involved. You are responsible for obtaining your own professional advice and representation as needed.

9. Compliance with Laws and Regulations

You agree to comply with all applicable federal, state, and local laws, regulations, and ethical standards, including but not limited to:

  • Fair Housing Act and other anti-discrimination laws.
  • Real estate laws and regulations.
  • Data privacy and protection laws.

Discrimination in housing is illegal. You shall not post any content or make any statements that indicate a preference, limitation, or discrimination based on protected characteristics under these laws. We reserve the right to remove any content that violates this policy and to terminate your access to the Services.

10. Third-Party Services and Content

Masterkey may provide links or access to third-party websites, services, or content that are not under our control. We are not responsible for the content, accuracy, or opinions expressed in such websites or services. Inclusion of any linked website or service on Masterkey does not imply approval or endorsement of the linked website or service by us. If you decide to leave Masterkey and access these third-party sites or services, you do so at your own risk.

11. Data Sharing and Privacy

When using Masterkey, you acknowledge that your data may be shared with third-party services for the purposes of improving your user experience and providing relevant information. We are committed to protecting your privacy and handling your personal data in accordance with our Privacy Policy. By using Masterkey, you consent to the collection, use, and disclosure of your personal data as described in our Privacy Policy.

12. Subscription and Fees

Masterkey may offer premium services or features that require payment of fees ("Paid Services"). If you choose to use Paid Services, you agree to pay the applicable fees as described on the platform. Fees are non-refundable except as required by law. We reserve the right to change our fees at any time, and we will provide notice of any changes on the platform or through other means.

13. Intellectual Property Rights

All content and materials available on Masterkey, including but not limited to text, graphics, website name, code, images, and logos, are the intellectual property of Dabudage LLC and are protected by applicable copyright and trademark laws. Any inappropriate use, including but not limited to the reproduction, distribution, display, or transmission of any content on this platform is strictly prohibited unless specifically authorized by Dabudage LLC.

14. Disclaimers

No Warranties

MASTERKEY IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. DABUDAGE LLC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. DABUDAGE LLC DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

Informational Purposes Only

The content and AI guidance provided on Masterkey are for informational purposes only and should not be construed as professional advice. You should seek independent professional advice before making any decisions based on the information provided on Masterkey.

15. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL DABUDAGE LLC, ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF, OR INABILITY TO USE, MASTERKEY, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF DABUDAGE LLC, ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO ACCESS OR USE MASTERKEY OR (B) FIFTY DOLLARS ($50). THIS LIMITATION OF LIABILITY WILL APPLY EVEN IF THE ABOVE-STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

16. Indemnification

You agree to indemnify, defend, and hold harmless Dabudage LLC, its affiliates, and their respective directors, officers, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:

  • Your access to or use of the Services.
  • Your breach of these Terms.
  • Your violation of any law or the rights of a third party.
  • Any content you upload or otherwise make available through the Services.
  • Your willful misconduct.

Dabudage LLC reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Dabudage LLC's defense of that claim.

17. Dispute Resolution and Arbitration Agreement

Agreement to Arbitrate

You and Dabudage LLC agree that any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, or your use of Masterkey, shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association.

Class Action Waiver

You agree that any arbitration shall be conducted in your individual capacity only and not as a class action or other representative action. You expressly waive your right to file a class action or seek relief on a class basis.

Exceptions

Notwithstanding the foregoing, either party may seek injunctive or equitable relief in a court of competent jurisdiction.

18. Governing Law

These Terms and any disputes arising out of or related to these Terms or the use of Masterkey will be governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflict of law principles. You agree that any legal action or proceeding arising out of or related to these Terms or your use of Masterkey must be brought exclusively in the state or federal courts located in Denver, Colorado, and you submit to the personal jurisdiction of those courts.

19. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions of these Terms will remain in full force and effect. The invalid, illegal, or unenforceable provision will be modified so that it is valid and enforceable to the maximum extent permitted by law.

20. Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices or agreements published by us on Masterkey, constitute the entire agreement between you and Dabudage LLC regarding your use of Masterkey. These Terms supersede all prior agreements or communications, whether written or oral, between you and Dabudage LLC regarding the subject matter of these Terms.

21. Waiver

No waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and Dabudage LLC's failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision.

22. Electronic Communications

By using Masterkey, you consent to receive communications from us electronically. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

23. Changes to the Services

We reserve the right to modify, suspend, or discontinue, temporarily or permanently, the Services or any part thereof with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.

24. Contact Information

If you have any questions or concerns regarding these Terms or Masterkey, please contact us at:

Dabudage LLC 247 West Broadway New York, NY 10013 Email: support@masterkey.com Phone: (831) 435-6036


Effective Date: 10/16/2024