Terms and Conditions - Investor Lab

Please read these terms and conditions carefully (the “Terms”). By participating in Investor Lab, you are agreeing to abide and be bound by these Terms. If you do not agree to these Terms, you may not participate in Investor Lab, including accessing or using the Online Platform (as defined in section 2.3, below), or attend any in-person or virtual Investor Lab events.

BY PARTICIPATING IN INVESTOR LAB YOU ACKNOWLEDGE AND AGREE THAT INVESTOR LAB DOES NOT PROVIDE LEGAL, TAX, FINANCIAL, OR INVESTMENT ADVICE, AND IS NOT (AND WILL NOT BE) LIABLE FOR ANY ERRORS, ACTS, OR OMISSIONS RELATED TO YOUR PARTICIPATION IN INVESTOR LAB OR ITS EVENTS.

1. DEFINITIONS

The “Company” refers to Investor Lab (formerly known as Rarebird Investor Network LLC), an Oregon limited liability ‎company located at 800 NE Broadway St., Portland, OR 97232‎, its owners, employees, and affiliates.

“Terms” refers to these Terms and Conditions including those definitions in this section.

“You” or “your”, whether capitalized or not, refers to the person who is agreeing to these Terms, and includes any individual, sole proprietorship, or entity such person is authorized to represent.

“Member(s)” refers to any person (either as an individual or through an entity) or entity who has paid their then current Dues and remains in compliance with these Terms.

“Participant(s)” refers to guests and non-members of Investor Lab who participate in virtual or in-person Company events.

“Contributor(s)” refers to the person who has presented at an Investor Lab event and/or provided Content as defined below.

“Content” refers to any information, mode of expression, or other materials and services provided by or to Investor Lab. This includes, but is not limited to, (i) handouts, presentations, written and video educational content, advisory opinions, as well as (ii) any posts, articles, photos, videos, questions, polls, links, files, events, groups, and chat created, developed, produced, uploaded, posted, or otherwise displayed on the Online Platform or at an Event by a Member or Participant (collectively, “User Content”).

“Event(s)” refers to the Company’s recurring networking and education in-person and virtual events.

2. MEMBERSHIP

Investor Lab is a networking and educational community dedicated to providing real estate investment education and facilitating connections between Members, Contributors, and real estate industry resources.

2.1. MEMBERSHIP LEVELS + FEES

Full participation in Investor Lab events is contingent upon full payment of your annual membership dues (the “Dues”). As a Member, you agree to pay the Dues set forth below:

Individual: $249.99 per year

Individual Membership gives the Member access to Investor Lab Events, Content, and opportunities to connect to other Members, Participants, and Contributors.

Business: $399.99 per year

Business Membership is designed for real estate-related companies. Membership includes access for up to 3 company representatives to register with Investor Lab and have access to Investor Lab Events, Content, and opportunities to connect to other Members, Participants, and Contributors. All registered Members under a Business Membership must be affiliated with your business; proof of affiliation may be required.

You may add additional Members to your Business account for $124.99/year per individual.

Vendor: $799.99 per year

Vendor Membership is designed for real estate-related companies. Membership includes access for up to 3 company representatives to register with Investor Lab and have access to Investor Lab Events, Content, and opportunities to connect to other Members, Participants, and Contributors. All registered Members under a Vendor Membership must be affiliated with your business; proof of affiliation may be required.

Vendor Membership also includes

Company profile with contact information and a link to vendor’s website
Opportunity to provide featured Content on the Online Platform
Discounts on sponsorship opportunities
Other membership benefits as outlined in membership descriptions

You may add additional Members to your Vendor account for $124.99/year per individual.

From time to time Investor Lab may facilitate additional programming that is not included in the Dues (e.g. webinars, seminars, special events). Investor Lab will notify members of the additional costs prior to these events.

The Company reserves the right to increase the Dues or institute additional charges upon reasonable notice. Dues are collected upon acceptance into Investor Lab.

2.1.1 AUTOMATIC PAYMENTS, CANCELLATION + REFUNDS

Investor Lab Membership is an annual subscription-based service and all Members are enrolled in automatic annually-renewing payments. Members may cancel their automatic renewal at any time and continue their membership for the remainder of their then-current membership term. Members may also deactivate their membership at any time through the Online Platform forfeiting any and all Member privileges effective immediately.

The Company does not offer refunds on memberships cancelled or deactivated before their annual renewal date. The Company may, at its sole discretion, offer a pro-rated refund in the event special extenuating circumstances exist. Company is under no obligations to consider such circumstances, and will do so on a case-by-case basis and at its sole discretion..

The Company reserves the right to terminate a Member from Investor Lab at any time, for any reason. In the event Company terminates a membership for a Member’s violation of the Conduct guidelines set forth in Section 2.2, Company reserves the right to deny a prorated refund of Dues.

2.2 MEMBERSHIP CONDUCT

2.2.1. EXPECTATIONS

As a Member, when you participate in Investor Lab activities you are expected to align with the core values of Investor Lab set forth below:

We are catalysts for growth. We connect members to tools to accelerate collective success.

We are bonded by a commitment to reciprocal exchange. We believe in generously giving back to our communities.

We are experimenters. We are not afraid of failure and embrace different approaches and perspectives.

We believe that the formula for success depends on mutual trust and respect.

If your actions as a Member are not consistent with or violate the expectations described above, you will receive a warning. After an initial warning if a Member continues to act in a manner inconsistent with or in violation of the expectations described above, Company may terminate the Member’s membership effective immediately.

The following behaviors are prohibited and unacceptable by Members of Investor Lab. Engaging in any of the behaviors listed below may result in the immediate termination of membership:

Illegal activity or behavior
Insulting, demeaning, or harassing anyone, including privately
Dishonesty, deceitful practices, or taking advantage of others

2.2.2 ACCOUNTABILITY

We invite you to take pride in the Investor Lab community’s core values, and help create/maintain safe and positive experiences for everyone; to partner with us to achieve this community vision.

If a Member, Participant, or Contributor engages in unacceptable behavior, the Company may take any action it deems appropriate, up to and including a temporary ban or permanent expulsion from Investor Lab without warning (and without refund in the case of a paid event or membership).

If you witness or experience harassment or other prohibited behavior, You should immediately notify the Company when possible, and submit a written notice (if not an immediate danger) to:

[email protected].

If you feel as though you have been falsely or unfairly accused of unacceptable behavior, a written grievance should be submitted to [email protected] to be reviewed by Company management. Final disciplinary decisions will be determined and communicated within 10 business days of submission.

2.2.3 COMMUNICATIONS

As a Member, you consent to receive email communications regarding your membership, payment, online community platform, and other member-related announcements.

Should you unsubscribe from our email list, Investor Lab reserves the right to re-subscribe active Members for this sole purpose.

2.3 ONLINE COMMUNITY PLATFORM TERMS OF USE

Investor Lab may, at its sole discretion, operate an online community platform (“Online Platform”) for the benefit of its Members. By using the Online Platform, you agree to the following:

Additional Terms: Use of the Online Platform may be subject to additional terms and conditions. The Online Platform may be hosted or otherwise provided by a third-party, and use thereof may be subject to such third-party’s terms and conditions, over which Investor Lab may not have any influence or control. By using the Online Platform you hereby acknowledge and agree to abide and be bound by any third-party terms and conditions applicable to your use of the Online Platform, including but not limited to any Terms of Use, End User License Agreement, and/or Privacy Policy, as each may be applicable. In addition to any applicable third-party terms, Company, in its sole discretion, may post terms and conditions, including but not limited to these Terms and an Investor Lab Privacy Policy, which govern or are otherwise applicable to your use of the Online Platform. By using the Online Platform, you hereby acknowledge and agree to abide and be bound by, or otherwise that your use of the Online Platform is subject to, any such Investor Lab terms and conditions described herein. Further, the Company reserves the right to revise its terms applicable to use of the Online Platform at any time. We will post any new or revised terms on the Online Platform, and you should review the terms posted on the Online Platform regularly to make sure you are aware of any changes. Your use of the Online Platform following revision to any terms applicable use thereof constitutes your acceptance of and agreement to such terms, as revised, and the revisions will apply to your use of the Online Platform on and after the date on which we post any such revised terms.

License and Technical Requirements: Company grants you a non-transferable, non-assignable, non-sublicensable, non-exclusive, revocable, limited license to access and use the Online Platform only for your own personal and internal business purposes and not to make any unauthorized commercial use of the Online Platform or any information contained therein, provided that you comply with these Terms. You may not copy any of the material on the Online Platform, upload, post, publish, transmit, or distribute it in any way, or create other works based on it, without the Company’s consent. You may, however, make copies incidental to, and in the ordinary course of, your personal or internal business use of the Online Platform, provided you do not remove or alter any copyright, trademark, or other notices or disclaimers. Any other copying, reproduction, use, distribution, republication, display, rental, sale, other transfer, modification, or translation of the Online Platform or Content (or creation of derivative works based on the Online Platform or Content) is strictly prohibited without the express prior written permission of the Company. You are responsible for all software, hardware, services (such as internet service), and equipment necessary to access and use the Online Platform, including all related expenses, if any.

Unauthorized use. As described more specifically herein below, you agree not to use the Online Platform for any illegal purpose, including, without limitation, transmitting any information that is unlawful, libelous, harassing, abusive, threatening, obscene, or invasive of another’s privacy, or that violates the rights of others. You further agree that any information posted through your account will not contain advertising, promotional materials or other forms of solicitation, or any files that knowingly contain viruses, corrupted files or any other contaminating or destructive features that may damages someone’s computer (i.e. “Trojan Horses”). Notwithstanding the generality of the foregoing, you specifically agree not to:

Use the Online Platform or Content for any fraudulent or unlawful purpose or any purpose prohibited by these Terms.
Use the Online Platform or Content in any manner that may adversely affect Company’s resources or the availability of the Online Platform to others, or in any way that disrupts the operation of the Online Platform or the servers or networks that make the Online Platform available;
Delete or revise any Company Content on the Online Platform, or modify, adapt, translate, reverse engineer, decompile, disassemble, or otherwise tamper with any portion of the Online Platform or Company Content;
Remove or modify any copyright, trademark, or other proprietary rights notice from the Online Platform or Content;
Use the Online Platform to transmit, disclose, collect, or store personal information about others;
Use the Online Platform or information obtained through the Online Platform to contact anyone who has asked not to be contacted;
Submit or post any material or information that is illegal, obscene, threatening, harassing, slanderous, defamatory, abusive, invasive of privacy; or that infringes, misappropriates, or otherwise violates the proprietary or legal rights of any person or entity; or that contains software viruses, corrupted data, or cancel bots;
Impersonate any person or entity, create a false identity, falsely state or otherwise misrepresent your affiliation with any person or entity, express or imply that we endorse any statement you make or have made, or otherwise mislead as to the origin of any material or information you submit;
Violate the rights of any third party or breach any contract with or duty owed to any third party;
Create a database by downloading and saving Company Content or any other material or information from the Online Platform;
Download, copy, or use any Company Content or any other information or content on or comprising the Online Platform in order to compete with Company in any way;
Use the Online Platform to design, develop, operate, support, market, distribute, or otherwise make available any program, application, or service (including without limitation any device, technology, product, computer program, mobile device application, website, or mechanical or personal service) that enables or provides access to, use of, operation of, or interoperation with the Online Platform;
Frame or mirror any Company Content or other portions of the Online Platform. If you link to the Online Platform, Company reserves the right to block any such links and/or demand you remove any such link at any time;
Attempt to gain unauthorized access to the Online Platform. You may not attempt to defeat any security measures that we take to protect the Online Platform; or
Use any manual or automatic website search/retrieval computer hardware or application to retrieve or in any way gather Company Content or other information or materials on or comprising the Online Platform, or reproduce or circumvent the structure or presentation of the Online Platform without our prior written consent.

Intellectual Property: You acknowledge and agree that the Company permits you to access and use the Online Platform subject to these Terms as well as any applicable third-party terms in the event the Online Platform is hosted or otherwise provided by a third-party. As such, you acknowledge and agree that either Company or its third party platform provider owns and retains all rights to the Online Platform and any company Content, excluding User Content, including without limitation, all images, text, software, photos, sound recordings, graphics, and videos. You agree that upon posting, publishing, or otherwise displaying information, including any User Content, on the Online Platform, you grant the Company, and its successors and assigns a non-exclusive, worldwide, unrestricted, royalty-free, fully paid up, perpetual, transferable, sub-licensable, and non-revocable license under your copyrights or other intellectual property rights, if any, in such material to use, copy, distribute, display, reproduce, transmit, publicly perform, edit, translate, reformat, and create derivative works from such material in any and all media, in any manner, in whole or part, without any duty of notification to you. You acknowledge and agree that we may use your User Content in any media, now known or hereafter developed. You will not be paid for our use of your User Content. We are under no obligation to post or use any User Content you provide, and we may remove any User Content at any time in our discretion. We do not claim ownership of your User Content, unless otherwise expressly provided through the Online Platform. You acknowledge and agree that we may have something similar already under consideration or development, and we will own all right, title, and interest in and to what we create or develop without use of your User Content. YOU ACKNOWLEDGE AND AGREE THAT WE SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY USE OR MISUSE OF YOUR USER CONTENT BY ANY OTHER USER OF THE ONLINE PLATFORM. You further agree that any information, including any User Content, you post, publish, or otherwise display on the Online Platform will be subject to applicable third party terms, if any, over which Company may not have any influence or control. You are solely responsible for reviewing any such third party terms. The Company reserves the right to remove any Content and material that does not serve the purpose of the community as a networking and educational platform. Further, any User Content, you post, publish, or otherwise display on the Online Platform may be subject to removal by any third party host or provider of the Online Platform under its applicable terms, if any.

Conduct Relating to User Content. If you post User Content to any areas of the Online Platform where it is readily apparent that the User Content will be publicly available:

You are solely responsible for the User Content you post. Upon your request, we may, but have no obligation to, remove User Content that you post, but copies of User Content that you posted may remain in our storage media, or that of the third-party host or provider of the Online Platform, if any. We retain the right to make archival and back-up copies of and to store User Content you post (and drafts of User Content that you never actually post), indefinitely. You agree, however, that we have no responsibility or liability for the deletion of or failure to store or transmit this User Content.
You must not post User Content for unlawful purposes or to promote illegal activities. If you do, your access to the Online Platform may be suspended or terminated, and we may notify law enforcement authorities.
You may not post User Content using any automated means.
You must not create multiple accounts for yourself with the intent of exploiting our Online Platform.
We may or may not pre-screen your User Content before it is posted, and we have the right, but not the obligation, in our discretion and without notice to you, to refuse to post your User Content.
We are not obligated to monitor the User Content posted to the Online Platform. We reserve the right, however, to decide what to post and whether to remove any posts, without notice or liability to the user who posted the User Content or any other user.
All comments must relate in some way to the post on which you are commenting.
By posting, you represent and warrant that you have the right to share your User Content, and that our use of the User Content as allowed in these Terms and inclusion of the User Content on the Online Platform, does not and will not infringe, misappropriate, or otherwise violate any third-party copyright, trademark, patent, trade secret, and any other proprietary right, privacy right, right of publicity, or other third-party right. You shall be solely responsible and liable for any damages or harm resulting from your posting of User Content to the Online Platform, and you agree to indemnify us according to these Terms.
User Content posted to the Online Platform is the responsibility of the posting user. User Content may be offensive, harmful, inaccurate, deceptive, or otherwise inappropriate. The views and opinions expressed by users through the Online Platform are not necessarily our views. We are not responsible for, we make no representations or warranties regarding, and we disclaim any and all responsibility and liability for the User Content. You acknowledge and agree that your reliance on User Content will be at your own risk.
In the event that we refuse to post your User Content or remove your User Content for any reason, we reserve the right to disclose such User Content as necessary to satisfy any applicable law, regulation, or governmental request.

Accuracy. We attempt to provide Content through the Online Platform that is complete, accurate, and current (excluding User Content, for which we are not responsible). Despite our efforts, Company Content may occasionally be inaccurate, incomplete, or out of date. We make no representation as to the completeness, accuracy, or timeliness of any Company Content.

Infringement. We will remove User Content posted to the Online Platform if we believe in good faith that the User Content is infringing a copyrighted work. If you believe your copyright has been infringed by User Content or if you believe User Content you posted has been wrongly removed from the Online Platform, please contact us immediately.

Feedback. By submitting ideas, suggestions, enhancement requests, documents, and/or proposals (“Contributions”) to Company through the Online Platform or otherwise, you acknowledge and agree that: (i) Your Contributions do not contain the confidential or proprietary information of you or any third party; (ii) we are not under any obligation of confidentiality, express or implied, with respect to the Contributions; (iii) we are entitled, but not obligated, to use or disclose (without notice or credit given to you) such Contributions for any purpose, in any manner, and in any media, now known or hereafter developed; (iv) we may have something similar to the Contributions already under consideration or development, and we will own all right, title, and interest in and to what we create or develop without use of your Contributions; (v) you hereby assign to Company all rights, titles, and interests in and to your Contributions (and all copyright, trademark, trade secret, and other intellectual property rights therein); and (vi) you are not entitled to compensation of any kind for your Contributions.

Privacy. For information on how we, or where applicable our third-party host or provider of the Online Platform, use and protect the personal information and automatically-collected information collected through your use of the Online Platform, please review our Privacy Policy, and any applicable third-party host or provider Privacy Policy, on the Online Platform. Your use of the Online Platform indicates to us that you have read and understand any such Company or third-party Privacy Policy applicable to the Online Platform.

Security. While we try to maintain the security of the Online Platform, we do not guarantee that the Online Platform will be secure. Additionally, third parties may make unauthorized alterations to the Online Platform. If you become aware of any unauthorized third-party alterations to or use of the Online Platform or any other breach of security, please contact us immediately.

Company Intellectual Property. [Investor Lab / Rarebird], and other trademarks, service marks, and names appearing on the Online Platform are registered or unregistered trademarks and service marks of Company in the United States. Company exclusively owns all rights, titles, and interests in and to these trademarks, service marks, and names. The display of these marks and of notices associated with these marks is not intended to be a comprehensive compilation of all of our trademark rights, and we may own other trademark rights. All rights not expressly granted are reserved. Your use of our trademarks, service marks, and names without our prior written consent is strictly prohibited. Without limiting the generality of the foregoing, you may not use Company’s trademarks, service marks, or names in any meta-tags or other hidden text.

Product, service, and company names that appear on the Site and/or App that are not owned by us are subject to trademark and/or other rights of other parties. Except for User Content, all Company Content; the selection, arrangement, and presentation of all Company Content (including information in the public domain); and the overall design, “look and feel,” color combinations, and other graphical elements of the Online Platform; and all rights, titles, and interests therein (including without limitation all copyright, trademark, and other intellectual property and proprietary rights therein) are the exclusive property of Company or its licensors or suppliers.

Links. The Online Platform may contain links to other websites and online resources that we do not own, operate, or control. We are not responsible for and do not endorse such external sites or their content. If you click on the links, you will leave the Online Platform and be subject to the terms of use and privacy policies of the linked sites. YOUR USE OF THIRD-PARTY SITES IS AT YOUR OWN RISK. Company makes no guarantees and disclaims any representations or warranties, express, implied, or otherwise about the accuracy, relevance, timeliness, completeness, or appropriateness of these sites, the information contained in them and/or the products or services they provide. Company shall not be liable, directly or indirectly, for any damage or loss incurred by you in connection with websites, products, or services accessed through links contained on the Online Platform.

3. EVENT PARTICIPATION

The Company’s Events require Member and Participant cooperation relating to Event fees and conduct as outlined in the following sections.

3.1 FEES, COUPONS, + REFUNDS

As a Participant, you agree to pay the Event Fees as set forth below according to the type of Event:

Free Events – Some Company Events may be designated as free and open to the public.

Paid Events – Unless otherwise specified, paid events are included in Membership Dues. Participants agree to pay the advertised fee by credit card payment at Event check-in.

Members-Only Events – The Company also hosts Members-only events that are not open to Participants.

Coupons – For paid Events, first-time Participants may pre-register and receive an emailed coupon allowing them to attend the Event for free. After attending an Investor Lab Event, Participants are no longer eligible to attend Paid Events without payment. If the Company discovers an attempt to avoid payment or attend multiple Paid Events for free, you may be banned from future Membership and Participation in Company Events.

Refunds – The Company does not offer refunds on Event Fees. The Company may, at its sole discretion, offer a pro-rated refund in the event special extenuating circumstances exist. Company is under no obligations to consider such circumstances, and will do so on a case-by-case basis and at its sole discretion. Requests for refunds can be made to [email protected].

The Company reserves the right to terminate a Participant from Investor Lab at any time, for any reason. In the event a Participant is terminated by the Company, Company reserves the right to deny a refund for prohibited and unacceptable behaviors as described in Section 3.2.

3.2 CONDUCT

Our Events are designed to foster a sense of community and contribute to personal and professional growth. Below are the guidelines for Participants, Members, and Contributors at the Company’s Events:

The following behaviors are prohibited and unacceptable at Events:

Illegal activity or behavior
Insulting, demeaning, or harassing anyone, including privately
Dishonesty, deceitful practices, or taking advantage of others

No weapons will be allowed at community Events, community spaces, or any community-related venues. Weapons include firearms, knives, explosives, or any other device that can be used with intent to inflict damage or harm. Anyone seen in possession of a weapon will be asked to leave immediately, and will only be allowed to return without the weapon.

You will be asked to leave the Event without refund, and you may be banned from future participation and/or membership if you act in an unacceptable manner, as listed above.

3.3 PHOTOGRAPHY + RECORDING

The Company may take photographs, videos, audio, and/or other recordings of Events, meetings, presentations, and other functions hosted or sponsored by, or otherwise affiliated with, Investor Lab from time to time for use in print and digital materials that may be disclosed ‎to and viewed by Investor Lab Members, Contributors, Participants, and the general public. ‎You acknowledge and agree that registration and attendance at Investor Lab Events and functions is generally open to the interested public, and that by attending Investor Lab Events or functions, you acknowledge that you are in a public space and that Investor Lab, and potentially other attendees, may capture your image in photographs, videos, audio, and/or other recordings.

By participating in Investor Lab you hereby grant permission to Company and its successors and assigns to take ‎photographs, videos, audio, and other recordings of you; and to use, publish, display, perform, ‎reproduce, distribute, and make derivative works of such photos, videos, audio, and recordings, as ‎well as your name, image, voice, and likeness, in any print, audio, and/or digital format and/or other ‎materials whatsoever, including without limitation, in Investor Lab publications, direct ‎mailings, printed advertisements, digital advertisements including online advertisements, on ‎websites, on social media pages and channels, on podcasts, via live stream, on webinars, and in any ‎other materials and in any media, whether now known or later developed for promotional, ‎commercial, noncommercial, or educational purposes. You acknowledge that your name, image, voice, ‎and likeness may be used not only by Investor Lab, but also by co-sponsors or co-hosts of Investor Lab Events, as may be applicable.‎

By participating in Investor Lab you acknowledge and agree that your participation in such photographs, videos, audio, and/or other ‎recordings is voluntary and that you will not be compensated for use of the materials. You further ‎acknowledge and agree that Investor Lab is ‎the exclusive owner of all right, title, and interest in and to the photographs, videos, audio, and ‎recordings of you, and to any derivative works thereof. You acknowledge and agree that in no event ‎shall you have the right to enjoin the distribution or exploitation of the photographs, videos, audio, or ‎recordings of you, and you hereby relinquish any right that you may have to examine or approve the ‎completed photographs, videos, audio, other recordings, or related printed matter and/or electronic ‎matter, including advertisements and promotional materials featuring photographs, videos, audio, ‎and/or recordings of you. You acknowledge that your name, image, voice, and/or likeness may be used ‎not only while you are a Member of or otherwise participate in Investor Lab, but also thereafter.

By participating in Investor Lab you hereby release and discharge Company and its employees, officers, directors, agents, ‎licensees, successors, and assigns from any and all claims, demands, or causes of action that you may ‎now have or may hereafter have for libel, defamation, invasion of privacy or right of publicity, ‎infringement of copyright, or violation of any other right arising out of or relating to any use of the ‎photographs, videos, audio, other recordings, and/or your name, image, voice, and/or likeness, ‎including, without limitation, inadvertent errors, such as blurring, distortion or alteration, or based ‎upon any failure or omission to make use thereof.‎

The “Release” described in this provision shall be binding upon you and your heirs, executors, administrators, legal ‎representatives, and successors. This Release expresses the complete understanding between ‎Company and you regarding this matter. The permission granted in this Release will ‎continue to apply in full force and effect unless and until such time as you revoke your consent in ‎writing, however, you acknowledge and agree that such revocation will not apply to any photographs, ‎videos, or recordings that have already been published, displayed, performed, or otherwise ‎released.‎

4. LIMITED LICENSE & PROPRIETARY RIGHTS

The following terms apply in addition to those terms set forth in section 2.3, above. Company is the sole and exclusive owner of any and all intellectual property rights (“Intellectual Property”) associated with Investor Lab and the Content, except for your User Content, to which you grant Company, and its successors and assigns a non-exclusive, worldwide, unrestricted, royalty-free, fully paid up, perpetual, transferable, sub-licensable, and non-revocable license under your copyrights or other intellectual property rights, if any, in such material to use, copy, distribute, display, reproduce, transmit, publicly perform, edit, translate, reformat, and create derivative works from such material in any and all media, in any manner, in whole or part, without any duty of notification to you. . U.S. and international copyright laws protect all such Intellectual Property and the Content. Except as otherwise expressly authorized by these Terms and Conditions, you may not reproduce, modify, loan, sell, or distribute the Intellectual Property and/or the Content in any way without the Company’s or the appropriate third party’s prior written permission. Except as expressly provided herein, the Company does not grant to you any express or implied rights to the Intellectual Property or the related content.

The Company grants you a limited, personal, non transferable, revocable license to the Intellectual Property and the Contents for personal, noncommercial use only. Any other copying, distribution, storing or transmission of any kind or use of the Intellectual Property and the Contents for any commercial purpose or public display is strictly prohibited without the Company’s express prior written permission. This limited License shall automatically terminate if you violate any of these Terms and Conditions and may be terminated by the Company at any time.

5. CONTENT DISCLAIMER & DISCLAIMER OF LIABILITIES AND WARRANTY

Members are a collaborative group who share and discuss real estate investment and development ideas. The Company hopes that this collaborative program provides you with an outlet to discuss your interests. However, the Company does not warrant or make any representations concerning the accuracy, likely results, or reliability of the Content. The opinions, ideas and discussions from these collaborations are not the opinions of the Company.

Investor Lab may invite Contributors to present or participate in Investor Lab events. The opinions, ideas and discussions of Contributors are not the opinions of the Company and Investor Lab shall not be responsible for its Content.

The Content, including the Online Platform, as well as any content of Contributors, is provided “as is” and “as available.” The Company and Investor Lab make no warranties, express or implied, and hereby disclaim and negate all other warranties, including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Company does not guarantee or make any representation or warranty that the Content, User Content, Online Platform, Event, and/or other information or materials obtained on and/or comprising Investor Lab will be safe or secure, accurate, complete, reliable, current, error-free, uninterrupted, timely, or free of viruses or other harmful components, nor that any particular software or hardware will be compatible with the Online Platform or Investor Lab. Company is not responsible for any loss or damage arising directly or indirectly from your use of the Online Platform, or the interception or loss of any data transmitted to or from the Online Platform. Additionally, and for the avoidance of doubt, Company does not provide legal, tax, financial, or investment advice, and as such you acknowledge and agree that in no event will Company be responsible for any acts, omissions, or failures related to your participation in or access to Investor Lab, its Online Platform, or its Events. Company shall have no responsibility or liability whatsoever for failure of or damage to electronic or mechanical equipment or communication, telephone or other connection problems, computer viruses, unauthorized access or interception of data, theft, or errors. If User Content you post on the Online Platform or at Events is confidential, defamatory, or otherwise violates the rights of third parties, you may be legally responsible for damages, and Company shall have no responsibility or liability for the same.

Without limiting the generality of the foregoing paragraph or any other disclaimers ‎or limitation of liability in these terms, to the maximum extent permitted by applicable ‎law, ‎you agree that the Company will not be liable to you or to any third party for any harms, injuries, or claims for direct, indirect, incidental, special, consequential, or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data, or other losses, even if we have been advised of the possibility of such damages and regardless of the form of action, whether in contract, warranty, tort (including, without limitation, negligence), strict liability or otherwise, resulting from (a) the use or inability to use the Content or the Online Platform, (b) your attendance of or participation in an Event, or (c) your participation in Investor Lab.

6. NO PERSONAL ADVICE

From time to time, we may provide you with advisory opinions. These opinions are strictly those of the Company. These opinions may not consider all of your specific, individual circumstances. Accordingly, these opinions are not intended to provide personal investment, financial, tax, or legal advice to you. You should consult your own professional investment, financial, tax, or legal advisors before pursuing any real estate activity.

7. INDEMNIFICATION

You agree to indemnify, protect, and fully compensate Investor Lab, its Company and Members from any and all third party claims, liability, damages, expenses, and costs (including, but not limited to, reasonable attorneys fees) caused by or arising from your use of or access to the Intellectual Property and/or the Content, your violation of these Terms, or your infringement of any intellectual property or other right of any other person or entity.

8. VIOLATION OF LAW

By accepting these Terms, you agree to comply with all applicable laws and regulations, including but not limited to the rules and regulations of the U.S. Securities and Exchange Commission and the national or other securities exchanges. You are solely responsible for compliance with laws, regulations and policies, and the Company will not be liable for any such violation.

9. CHOICE OF LAW & VENUE

These Terms will be governed by the laws of the State of Oregon and applicable federal law, without reference to the conflicts of law principles of the State of Oregon. For purposes of any action or proceeding arising out of these Terms, you hereby consent and submit to the personal jurisdiction of all federal and state courts serving Multnomah County, Oregon, and agree not to raise any objections based on lack of personal jurisdiction of such courts, improper venue in such courts, or inconvenience of the forum.

10. ENTIRE AGREEMENT

These Terms set forth the entire agreement between You and the Company regarding your participation in Investor Lab and supersedes all prior agreements. These Terms constitute a legal, valid, and binding agreement of the ‎Member, enforceable against the Member in accordance with its terms, subject to the effect of ‎bankruptcy, insolvency, reorganization, receivership, moratorium and other laws affecting the ‎rights and remedies of creditors generally and of general principles of equity. Member is ‎empowered and duly authorized to enter into and agree to these Terms. The individual agreeing to these Terms on behalf of the Member is ‎empowered and duly authorized to do so by, as necessary, such Member and its applicable organizational ‎documents. ‎You acknowledge and agree that no practice or course of dealings between you and the Company, nor any oral representations by any of our representatives, which are different than the terms of these Terms shall constitute a modification or amendment of these Terms. In the event that any provision of these Terms is held to be invalid or otherwise unenforceable, such provision will be reformed or interpreted so as to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions of these Terms will continue in full force and effect. No waiver of any terms herein by the Company will be deemed a further or continuing waiver or such term or any other term. ‎Further, Company’s failure to assert a right or provision under these Terms will not constitute a waiver of such right ‎or provision.‎