Terms of Use and Service

Use of our website and the services provided by reQuire, LLC constitute your and your agents', employees' agreement to these Terms of Use and Service.

RELEASE TRACKING SERVICES AGREEMENT

IMPORTANT NOTICE TO USERS - PLEASE READ CAREFULLY

YOU (HEREINAFTER "YOU" OR "SETTLEMENT AGENT") MAY NOT ACCESS THIS WEB SITE (THE "SITE") OR USE THE SERVICES PROVIDED BY REQUIRE, LLC, A VIRGINIA LIMITED LIABILITY  ("REQUIRE"), PROVIDED ON THE SITE (THE "SERVICES") UNLESS YOU FIRST REVIEW AND ACCEPT THE TERMS AND CONDITIONS OF THIS SERVICES AGREEMENT ("AGREEMENT") BY CLICKING "I AGREE" ABOVE THIS FILE. BY CLICKING "I AGREE," YOU REPRESENT AND WARRANT TO REQUIRE THAT YOU ARE A SETTLEMENT AGENT AND HAVE AGREED UPON THE SPECIFIC TERMS AND CONDITIONS FOR RECEIPT OF SERVICES.

You agree to provide ReQuire the following Title & Payoff Information for each real estate loan payoff ("Payoff") for which You order services via its Internet product, reQuire Release Tracking. ReQuire is not required to provide any Release Tracking Service until it receives full payment for each lien release and the following required information.

REQUIRED SETTLEMENT AGENT INFORMATION:

• Settlement Agent's name (corporate or individual as the case may be) and street address.
• Settlement Agent's e-mail address.
• Settlement Agent's employees and agents permitted to access the account information.
• Name of individual ordering the Service, along with a telephone number and fax number.
• Settlement Agent File Number or Escrow Number.
• Settlement Agent CRESPA number, or FEIN number.

 REQUIRED SETTLEMENT AGENT ACTIONS:

Settlement Agent shall utilize and present to Obligor(s) the Invoice for services (included in the payoff disbursement package) containing the disclosure an assignment terms.  Settlement agent agrees to act as fiduciary and agent for the Obligor(s) and agree to abide by the terms herein on behalf of their clients.

Settlement Agent acknowledges that reQuire, LLC. (hereinafter "reQuire") is an independent reQuire hired by reQuire to act as assignee/subrogee of Borrower/Obligor or Seller.

Settlement Agent hereby acknowledges that reQuire is acting as an independent Designee/Assignee/Subrogee of the Obligors under the subject notes and Deeds of Trust.  Nothing herein contained shall create an Employer/Employee relationship between the parties.

Settlement Agent agrees to provide accurate and complete information requested by the system or employees of reQuire to facilitate fast and accurate release tracking procedures.

Settlement Agent agrees to input any fully executed releases received, recorded or unrecorded, from lender into the Site.

Settlement Agent agrees to print and comply with any Statutory release documents or procedures when prompted by the Site.

Settlement Agent shall deliver to the appropriate Court, and pay all costs for the recording of any instrument of payoff release, Deed of Release or Certificate of Satisfaction obtained by or through reQuire's Services.

reQuire and Settlement Agent mutually agree not to disclose the content of any documents related to reQuire's services or Settlement Agent escrow files to any third parties except as required to obtain lien release(s) or to enforce the rights of Borrower/Obligors and Sellers and reQuire as Assignee and Subrogee of Obligors in a court of law.

REQUIRED LIEN PAYOFF AND RELEASE  INFORMATION:

The Settlement Agent ordering Lien Release Tracking shall provide reQuire the following lien & recording information for each lien release tracked pursuant to payoff:

• State/Jurisdiction or situs of the property encumbered by the lien.
• City or County Clerk's instrument record (index) identifier (Deed Book, Page, Instrument Number etc.) for the lien to be tracked e.g. Deed of Trust, Deed to Secure Debt, Mortgage, etc.
• Original Lender's full name.
• Date of the Deed of Trust
• Trustee(s)' full name.
• Amount of original lien.
• Obligor(s)' Grantor(s)' name. - Typically the Seller(s) in a sales transaction or the Borrower in a refinance transaction.
• Property Address and/or Property description.
• The legal tax identifier for each property.
• Name, Department, and Address of the Lender currently holding lien Note being paid off by Settlement Agent.
• Exact payoff amount disbursed by Settlement Agent.
• Disbursement date.
• Method of disbursement e.g. check number or wire transfer
• Current Lender's Loan number identifying the Note being paid off.

OTHER REQUIREMENTS:

reQuire and Settlement Agent shall use the reQuire Tracking Number assigned by reQuire in all correspondence and documentation regarding a Release Tracking Record.

Settlement Agent shall notify reQuire of any change (e.g. cancellation or rescission of Real Estate Transaction, correction of information) affecting a Release Tracking Record.

RELEASE TRACKING DEFINITIONS:

Lien:  A legal right or security interest that a Payoff Lender or creditor has in the Obligor's real property.

Deed of Trust: A deed that resembles a mortgage. A deed conveying title to real property to a trustee as security until the grantor repays the loan.  Used synonymously with Mortgage, Deed to Secure Debt and other security instruments recorded in land records as notice of Original Lender's lien on the subject property.

Original Lender: The lender to whom interest in the property was initially granted

Payoff Lender:  The lender who currently holds the loan, is currently accepting payments, has provided the payoff statement, and is receiving the payoff

FEES:

Fee Amount: The fee amount per release record is $35.00. Fees are subject to change without notice.

You agree to charge Borrower/Obligor or Seller on HUD-1 for services.  In the event Borrower/Obligor or Seller refuses to pay for release tracking services, Settlement Agent agrees to be responsible for payment of fees for services rendered.

Payment of Fees: Invoices are due upon Receipt. You may remit payment to reQuire by mail or by wire. If You dispute any specific charge, You shall promptly pay the remainder of the bill and promptly notify ReQuire in writing under separate cover of the reason You are disputing the charge. If You pay less than the full amount of any of reQuire's bills, it is Your responsibility to identify the Real Estate Closing Transaction to which the partial payment relates and the Release Tracking Record for which payment is not being made. In the event that an invoice is not paid in full, and You do not identify the Real Estate Closing Transaction to which partial payment relates, credits for payments will be applied first to the Closing(s) with the oldest date(s) of initiation of service. Any Release Tracking Record not paid for in full will not be processed and the indemnification provided below in this Agreement shall not apply.

Unless You have disputed an amount in the manner required above, all amounts not paid within thirty (30) days of Your receipt of the bill will be assessed a late charge of 1.5 % per month or the maximum charge permitted by law, whichever is less, until paid in full. If either party brings an action arising out of a fee dispute under this Agreement, the prevailing party in that action, as determined by the arbitration panel, court or other presiding authority, shall be entitled to recover all reasonable costs and expenses of arbitration or litigation, including reasonable attorneys' fees, court costs, costs of investigation and other costs reasonably related to such proceeding.

The parties agree that any fee imposed by reQuire under this Agreement for a particular Service will automatically increase in the event any governmental authority imposes a charge on reQuire in connection with reQuire's rendering of that Service. Such increase in any such reQuire fee will be in the amount necessary to cover in full any such governmentally-imposed charge and shall take effect as of the date such new government charge takes effect. Any state or local sales tax which may be owed due to the purchase of a reQuire's services in any state will be Your responsibility to collect, report, and pay to the appropriate taxing authority.

Cancellation of Order:  You shall have five days following the placement of release tracking order to modify or cancel ("Cancellation Period").  If order is not canceled within the Cancellation Period, the full release tracking fee shall be due and payable.  If You cancel within the Cancellation Period, you agree not to use the documents generated by reQuire Release Tracking Service.

INDEMNIFICATION:

1. Indemnity. You hereby agree to indemnify, defend and hold reQuire harmless from and against any damages to You or your agents, clients, or employees due to Your actions or omissions under this Agreement, including, but not limited to, failure to properly payoff the complete obligation on behalf of the obligors, providing incorrect or incomplete Title & Payoff Information or Your negligence in the use of the Services.

2. Limitation of Liability. You acknowledge that ReQuire has not priced its Services to contemplate the risks of reliance by You on the Services or to have or assume substantial liability or responsibility for your decisions, other than the Indemnification set forth expressly herein. ACCORDINGLY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL REQUIRE BE LIABLE TO YOU FOR ANY COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, LOST SAVINGS, BUSINESS PROFITS, BUSINESS INTERRUPTION, OR ANY OTHER LOSS, ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICES (COLLECTIVELY "LOSSES"), EVEN IF A REPRESENTATIVE OF THE REQUIRE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER LOSSES ARE SUFFERED BY YOU OR ANY OTHER THIRD PARTY. You agree that the foregoing represents a fair allocation of risk hereunder and is a material inducement for reQuire to enter into this Agreement. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN ANY JURISDICTION WHERE THE EXCLUSION OF LIMITATIONS ON THE TYPE AND/OR AMOUNT OF LOSSES DO NOT APPLY, REQUIRE'S LIABILITY FOR LOSSES SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY THAT JURISDICTION'S APPLICABLE LAW.

MISCELLANEOUS:

You may not assign Your rights or obligations under this Agreement without the prior written consent of reQuire. reQuire's Services hereunder are provided for Your benefit only, and not for the benefit of any third party, including any borrower. No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by duly authorized signatories of both parties. The waiver by either party of a default under any provision of this Agreement shall not be construed as a waiver of any subsequent default under the same or any other provision of this Agreement, nor shall any delay or omission on the part of either party to exercise or avail itself of any right or remedy that it has or may have hereunder operate as a waiver of any right or remedy. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, United States of America, without reference to its conflicts of laws provisions. The parties expressly agree that any action arising out of or relating to this Agreement shall be filed and maintained only in the courts of the Commonwealth of Virginia for Virginia Beach County or the United States District Court for the Eastern District of Virginia. This Agreement and the rights and obligations hereunder may not be assigned or delegated by You, in whole or part, whether voluntarily, by operation of law, change of control or otherwise, without the prior written consent of reQuire. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be invalid or unenforceable, the remaining portions hereof shall remain in full force and effect the intent of the parties and shall be reformed to the extent necessary to make such provision valid and enforceable.