# Terms of Service

These Door User Terms of Service (“Terms”) apply to your access to and use of Services (as defined in Section 1 below) provided by DoorToken.org (“Company”). By accessing or using our Services, you agree to these Terms. If you do not agree to these Terms, including the mandatory arbitration provision and class action waiver in Section 15, do not access or use our Services. If you have any questions about these Terms, please contact us at [info@doortoken.org](mailto:info@doortoken.org)

You and Company agree as follows:

### 1. Overview and Scope

Company has released a decentralized, open-source platform (the “Platform”) for real estate data. People who use the Door Application may activate the Platform’s rewards feature (“Door Rewards”) for making optional contributions in Door Tokens (“DOOR”) in exchange for adding and maintaining real property data and related information regarding services requested by the property owner or authorized agent.&#x20;

These Terms govern the services (the “Services”) that the Company makes available to Door Application users who activate Door Rewards (“Door Rewards Users”), including the ability to make DOOR contributions, earn DOOR from licensing property and other related data, and obtain related services through the Platform.

1.1 Overview of Current Platform

Currently, the Platform consists of a web application (“Door Application”). The Door Application, which launched in 2021 allows users to participate in the Door Exchange for real estate property data. DOOR users contribute property data to the Door Exchange in order to make it available to Advertisers to license the data.

1.2 DOOR Token

DOOR is based on the Ethereum protocol and conforms to the ERC20 standard. DOOR will be the utility token for conducting transactions and obtaining Data on the Platform. Further details regarding the Platform are described in the DOOR Token Whitepaper (“Whitepaper”), which is available at: https://doortoken.org. The information contained in the Whitepaper and website are of descriptive nature only, and do not, unless explicitly incorporated herein, form part of the Terms.

### 2. Eligibility

In order to access and use our Services, you must:

* (a) be at least 18 years old and have the capacity to enter into a legally binding agreement,
* (b) comply with all the terms and conditions set forth in these Terms, and
* (c) activate the Services as described in Section 3 below.

You may not access or use our Services if:

* (d) you have been suspended from using our Services,
* (e) under the applicable law of the jurisdiction(s) in which you reside or conduct business, you are prohibited from using the Services or do not have the requisite licenses or other governmental authorizations to use the Services,
* (f) you are located in a country that is subject to a U.S. government embargo or that has been designated by the U.S. government as a “terrorist supporting” country,
* (g) you are listed on any U.S. government list of prohibited or restricted parties, or
* (h) your use of the Services breaches any other agreement to which you are a party.

If you are accessing or using our Services on behalf of another person or entity: references to “you” in these Terms collectively refer to you and that person or entity, and you represent that you are authorized to accept these Terms on that person or entity’s behalf and that the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms.

If you are the parent or legal guardian of individual(s) between 16 and the legal age of majority in the jurisdiction where you reside, you may allow those individual(s) to use the Services solely under your direct supervision and only in accordance with these Terms, provided that you agree that you will remain liable for all activities of such individual(s), including their breach of these Terms, and references to “you” shall refer jointly to you and such individual(s).

### 3. Activation & Deactivation, User Wallet

#### 3.1 Activation

To become a Door Rewards User, you must activate the Services within your Door Application, and review and accept these Terms with Company.

When you activate the Services, a Door user wallet will be created for you in the Door Application (“User Wallet”). in connection with your use of the User Wallet. Y&#x20;

#### 3.2 Deactivation

You can discontinue being a Door Rewards User at any time by deactivating the Services in your Door Application.

#### 3.3 User Wallet

The private cryptographic key needed to authenticate you as the owner of the User Wallet is stored only locally in your Door Application. Company has no access to this key and cannot restore or replace it if it is lost. Accordingly, you are strongly advised to take the following precautions, as failure to do so may result in loss of access to your User Wallet:

* (a) maintain the security of your User Wallet by protecting your access to your computer and your User Wallet,
* (b) promptly notify us if you discover or otherwise suspect any security breaches related to your User Wallet, and
* (c) use the private key backup functionality provided by the Door Application and safeguard your backup private key file as you would safeguard other important financial information.

Company has no responsibility or liability with respect to your use of your User Wallet, or your inability to use or access your User Wallet, regardless of cause.&#x20;

**4. DOOR Tokens**&#x20;

4.1 Contributions

The Door Rewards feature in your Door Application allows you to receive DOOR in exchange for non-exclusive licensing of your Property Data (“Data”). Property Data will include the following information:\


1. Your contact information including Name, Address
2. Email and Phone are optional to share (otherwise all messaging is done through the app).
3. Your Property Information that is available from Public Records
4. Your open service requests that you have selected in the application, which may include (but are not limited to):
   1. Looking for Real Estate Agent
   2. Looking for Home Repair Contractor
   3. Looking for Home Improvement Contractor
   4. Looking for Utility / Service Provider
   5. Looking for Home Financial Provider

4.2 Representations and Warranties

Data Advertisers can purchase DOOR to be exclusively used to license data within the DOOR Application.   You represent and warrant that:

* You have read and understand these Terms;
* You have a sufficient understanding of the functionality, usage, storage, transmission mechanisms and, other material characteristics of cryptographic tokens like Bitcoin and Ether, token storage mechanisms (such as token wallets), blockchain technology, and blockchain-based software systems to understand these Terms and to appreciate the risks and implications of purchasing DOOR;
* You have obtained sufficient information about DOOR to make an informed decision to purchase DOOR;
* You understand the restrictions and risks associated with the creation of DOOR by the Smart Contract System as set forth herein, and acknowledge and assume all such risks;
* You understand, acknowledge, and assume the risks associated with the purchase, holding, and use of DOOR in connection with the Services and Platform;
* You understand that DOOR confer only the right to receive a non-exclusive license to data and to access the Platform, and confer no other rights of any form with respect to the Platform or Company or its corporate affiliates, including, but not limited to, any voting, distribution, redemption, liquidation, proprietary (including all forms of intellectual property), or other financial or legal rights;
* You are purchasing DOOR solely for the purpose of licensing Property Data, accessing the Platform, and supporting the development, testing, deployment, and operation of the Platform, being aware of the commercial risks associated with the Company and the Platform. You are not purchasing DOOR for any other purposes, including, but not limited to, any investment, speculative, or other financial purposes;
* Your purchase of DOOR complies with applicable law and regulation in your jurisdiction, including, but not limited to, (i) legal capacity and any other applicable legal requirements in your jurisdiction for purchasing DOOR, using DOOR, and entering into contracts with us, (ii) any foreign exchange or regulatory restrictions applicable to such purchase, and (iii) any governmental or other consents that may need to be obtained;
* You will comply with any applicable tax obligations in your jurisdiction arising from your purchase of DOOR;
* If you are purchasing DOOR on behalf of any entity, you are authorized to accept these Terms on such entity’s behalf and that such entity will be responsible for breach of these Terms by you or any other employee or agent of such entity (references to “you” in these Terms refer to you and such entity, jointly);
* You are not resident or domiciled in New York State or purchasing DOOR from a location in New York State;&#x20;
* You are not (i) a citizen or resident of a geographic area in which access to or use of the Services is prohibited by applicable law, decree, regulation, treaty, or administrative act, (ii) a citizen or resident of, or located in, a geographic area that is subject to U.S. or other sovereign country sanctions or embargoes, or (iii) an individual, or an individual employed by or associated with an entity, identified on the U.S. Department of Commerce’s Denied Persons or Entity List, the U.S. Department of Treasury’s Specially Designated Nationals or Blocked Persons Lists, or the U.S. Department of State’s Debarred Parties List. You agree that if your country of residence or other circumstances change such that the above representations are no longer accurate, that you will immediately cease using the Services.  If you are registering to use the Services on behalf of a legal entity, you further represent and warrant that (i) such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization, and (ii) you are duly authorized by such legal entity to act on its behalf;&#x20;
* To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless Company and our respective past, present, and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (the “Company Parties”) from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys’ fees) that arise from or relate to: (i) your purchase or use of DOOR, (ii) your responsibilities or obligations under these Terms, (iii) your violation of these Terms, or (iv) your violation of any rights of any other person or entity.
* Company reserves the right to exercise sole control over the defense, at your expense, of any claim subject to indemnification under Section 10(a).  This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Company.

### 5. User Growth Pool

The User Growth Pool is a pool of Company-owned DOOR allocated to encouraging use of the Platform and Services. The Primary use of the User Growth Pool will be to reward Property Owners to add and update their Property(s) in the app. For each Property that is created the Authorized Owner of the Property will receive DOOR based on the estimated market value of the property(s).

### 6. Door Messaging

Door Rewards includes ads and messaging between Door Advertisers and Door Property Owners. When you enable Door Rewards, these ads provide you with an opportunity to earn DOOR. In order to earn in this way:\


* (a) You must be using a version of the Door Application with Door Rewards
* (b) You must see or interact with one or more ads or messages.
* (c) You must be in compliance with these terms, and you must not be suspended.
* (d) You must update your Property Data once a month.

If all these requirements are met, you earn DOOR based on messages you respond to or advertising you engage with through the application.&#x20;

### 7. Taxes

You are responsible for determining what, if any, taxes apply to your use of the Services, and for withholding, collecting, reporting, and remitting the correct taxes, if any, to the appropriate tax authorities. Company is not responsible for withholding, collecting, reporting, or remitting any tax arising from your use of the Services.

### 8. Door Verified Users and Advertisers

Company is not a party to and has no responsibility or liability with respect to any communications, transactions, interactions, disputes or any relations whatsoever between you and any Door Verified User or Door Advertiser. Company has no control over and has no responsibility or liability with respect to Door Verified User content. Company and has no responsibility or liability with respect to Door Advertiser content. Company does not have any obligation to investigate or verify the reputation, conduct, morality or criminal background of any Door Verified User or Door Advertiser.&#x20;

### 9. Privacy

The information you provide to DoorToken.org via the Door Application when accessing the Services is subject to the Door Application Privacy Policy. The Door Application sends information related to Property Data and Service Requests to Advertisers who license the data via DOOR.

10\. Prohibited Conduct

While using or accessing our Services, you will not:\


* (a) violate any applicable law, contract, intellectual property or other third-party right or commit a tort;
* (b) engage in, encourage or promote any activity that violates these Terms;
* (c) attempt to circumvent any content-limiting techniques we employ;
* (d) develop or use any non-Door scripts or applications designed to scrape, or extract data from the Services;
* (e) use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from utilizing the Services or that could damage, disable, overburden or impair the functioning of the Services in any manner;
* (f) use the Services for benchmarking purposes or for the purpose of developing a competitive product; or
* (g) manipulate, or attempt to manipulate, the Services in any way.

### 11. Acknowledgment of Risks Related to Platform and DOOR

As noted above, the integration of the Platform with the Door Application is an integral part of the Services. You acknowledge and agree that there are risks associated with accessing and using the Platform and holding DOOR.

### 12. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless Company and our respective past, present, and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (the “Company Parties”) from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys’ fees) that arise from or relate to:

* (a) your access or use of the Services, including any contributions you make as part of the Services,
* (b) your responsibilities or obligations under these Terms,
* (c) your violation of these Terms, or
* (d) your violation of any rights of any other person or entity.

Company reserves the right to exercise sole control over the defense, at your expense, of any claim subject to indemnification under this Section 12. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Company.

### 13. Disclaimers

To the fullest extent permitted by applicable law and except as otherwise specified in writing by us:

* (a) the Services are made available on an “as is” and “as available” basis without warranties of any kind;
* (b) we expressly disclaim all implied warranties as to the Services, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement;
* (c) we do not represent or warrant that the Services are reliable, current, or error-free, meet your requirements, or that defects in the Services will be corrected; and
* (d) we cannot and do not represent or warrant that the Services are free of malware or other harmful components.

Some jurisdictions do not allow the exclusion of certain warranties or disclaimer of implied terms in contracts with consumers, so some or all of the exclusions of warranties and disclaimers in this section may not apply to you.

### 14. Limitation of Liability

(a) To the fullest extent permitted by applicable law:

* (i) in no event will Company or any of the Company Parties be liable to you for any indirect, special, incidental, consequential, or exemplary damages of any kind (including, but not limited to, where related to loss of revenue, income or profits, loss of use or data, or damages for business interruption) regardless of the form of action, whether based in contract, tort (including, but not limited to, simple negligence, whether active, passive or imputed), or any other legal or equitable theory (even if the party has been advised of the possibility of such damages and regardless of whether such damages were foreseeable); and
* (ii) in no event will the aggregate liability of Company and the Company Parties (individually or jointly), whether in contract, warranty, tort (including negligence, whether active, passive or imputed), or other theory, arising out of or relating to the Services or these Terms exceed the total amount of DOOR you contribute as part of the Services.

(b) The limitations set forth in Section 14(a) will not limit or exclude liability for the gross negligence, fraud, or intentional, willful, or reckless misconduct of Company.\


(c) Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations of this section may not apply to you.

### 15. Release

To the fullest extent permitted by applicable law, you release Company and the other Company Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between you and other Door Rewards Users, Door Verified Users, Door Advertisers or the acts or omissions of third parties. You expressly waive any rights you may have under California Civil Code § 1542 as well as any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

### 16. Dispute Resolution; Arbitration

Please read the following section carefully because it contains additional provisions applicable only to individuals located, resident, or domiciled in the United States. If you are located, resident, or domiciled in the United States, this section requires you to arbitrate certain disputes and claims with the Company and limits the manner in which you can seek relief from us.

#### 1. Binding Arbitration.

Except for any disputes, claims, suits, actions, causes of action, demands or proceedings arising from or related to the Services, including the Terms (collectively, “Disputes”) in which either Party seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, or small claims disputes in which you or Company seeks to bring an individual action in small claims court located in the county of your billing address, you and Company:

* (i) waive your and Company’s respective rights to have any and all Disputes resolved in a court, and
* (ii) waive your and Company’s respective rights to a jury trial. Instead, you and Company will arbitrate Disputes through binding arbitration (which is the referral of a Dispute to one or more persons charged with reviewing the Dispute and making a final and binding determination to resolve it instead of having the Dispute decided by a judge or jury in court).

#### 2. No Class Arbitrations, Class Actions or Representative Actions.

Any Dispute is personal to you and Company and will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.

#### 3. Federal Arbitration Act

The enforceability of this Section 16 will be both substantively and procedurally governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), to the maximum extent permitted by applicable law.

#### 4. Notice; Informal Dispute Resolution

Each Party will notify the other Party in writing of any Dispute within thirty (30) days of the date it arises so that the Parties can attempt in good faith to resolve the Dispute informally. Notice to Company shall be sent by e-mail to Company at info@doortoken.org. Notice to you shall be by email to the then-current email address in your Account or using other means of notification via the Services as applicable. Your notice must include:

* (i) your name, postal address, email address and telephone number,
* (ii) a description in reasonable detail of the nature or basis of the Dispute, and
* (iii) the specific relief that you are seeking.

If you and Company cannot agree how to resolve the Dispute within thirty (30) days after the date notice is received by the applicable Party, then either you or Company may, as appropriate and in accordance with this Section 16, commence an arbitration proceeding or, to the extent specifically provided for in Section 16.1, file a claim in court.

#### 5. Venue & Arbitrator

Any arbitration will occur in Sarasota County, Florida although you may elect to hold the arbitration in your county of residence. Arbitration will be conducted confidentially by a single arbitrator in accordance with the Streamlined Arbitration Rules and Procedures of the Judicial Arbitration and Mediation Services (“JAMS Rules”), which are hereby incorporated by reference. The state and federal courts located in Sarasota County, Florida will have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

#### 6. Authority of Arbitrator; Exchange of Information; Fees & Costs

As limited by the FAA, these Terms and the applicable JAMS Rules, the arbitrator will have

* (i) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Dispute, including the determination of whether a Dispute is arbitrable, and
* (ii) the authority to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. The arbitration will allow for the discovery or exchange of non-privileged information relevant to the Dispute. For any arbitration you initiate, you will pay the filing fee (up to a maximum of $250), and Company will pay the remaining JAMS fees and costs. For any arbitration initiated by Company, Company will pay all JAMS fees and costs.

#### 7. Rules of JAMS

The JAMS Rules and additional information about JAMS are available on the [JAMS website](http://www.jamsadr.com/). By agreeing to be bound by these Terms, you either

* (i) acknowledge and agree that you have read and understand the JAMS Rules, or
* (ii) waive your opportunity to read the JAMS Rules and any claim that the JAMS Rules are unfair or should not apply for any reason.

#### 8. Severability of Dispute Resolution; Arbitration

If any term, clause or provision of this Section 16 is held invalid or unenforceable, it will be so held to the minimum extent required by law, and all other terms, clauses and provisions of this Section 16 will remain valid and enforceable.

#### 9. Opt Out

You have the right to opt-out of binding arbitration within 30 days of the date you first accepted the Terms or before Jan 1st 2021, whichever is later, by notifying Company via email at info@doortoken.org. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt-out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Section 17.

### 17. Governing Law and Venue

These Terms will be governed by and construed and enforced in accordance with the laws of the United States, without regard to conflict of law rules that would cause the application of the laws of any other jurisdiction. Any Dispute between the Parties arising out of relating to these Terms or its subject matter or formation (including non-contractual Disputes of claims) that are not subject to arbitration will be resolved in the courts of the United States.

### 18. Changes to these Terms

We may make changes to these Terms from time to time. If we make changes, we will notify you of the amended Terms within the Door Application and update the “Last Updated” date above. Unless we say otherwise in our notice, the amended Terms will be effective immediately and your continued access to or use of the Services after we provide notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop accessing and using the Services.

### 19. Termination and Suspension

We reserve the right, without notice and in our sole discretion, to terminate or suspend your right to access or use the Services with immediate effect. We are not responsible for any loss or harm related to your inability to access or use the Services.

### 20. Severability

If any term, clause or provision of these Terms is held unlawful, void or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.

### 21. Miscellaneous

These Terms constitute the entire agreement between you and us relating to your access to or use of the Services, and supersede any prior agreements with Company or its affiliates, express or implied, relating to the Services. We may make changes to these Terms from time to time as reasonably required to comply with applicable law or regulation. You may not assign your rights and obligations under these Terms without our express written consent. Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. We will not be liable for any delay or failure to perform any obligation under these Terms where the delay or failure results from any cause beyond our reasonable control. Your access to or use of the Services does not create any form of partnership, joint venture or any other similar relationship between you and us. Except as otherwise provided in herein, these Terms are intended solely for the benefit of you and us and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree and acknowledge that all agreements, notices, disclosures, and other communications that we provide to you, including these Terms, may be provided in electronic form.\
