Pairing Party Terms of Service

Pairing Party is a community networking and collaboration platform designed to connect eligible members of participating educational communities through scheduled pairing experiences ("Pairing Parties").

Depending on the Pairing Party, participants may be able to:

• browse participating Buyers;
• select a Buyer or other participant;
• receive an automated or administrator-selected pairing;
• participate on a Buyer's team;
• collaborate on business-related activities;
• communicate with other participants;
• share professional information and resources;
• build relationships within participating communities; and
• access other networking or educational experiences.

Pairing Party is intended to facilitate introductions and collaboration. NRE 2 does not guarantee the quality, suitability, experience, conduct, availability, performance, business results, or compatibility of any participant.

You must be at least 18 years old to create an account or participate in Pairing Party.

You must also meet any eligibility requirements associated with the participating community and specific Pairing Party you wish to join. Eligibility requirements may include:

• active membership in a participating community;
• completion of required education or training;
• completion of safety training;
• completion of Module Zero for applicable SubTo participants;
• experience requirements;
• Buyer approval;
• community-specific requirements; or
• other requirements disclosed when registering.

We may verify eligibility and may deny, suspend, or remove participation if eligibility requirements are not satisfied.

You are responsible for providing accurate information and maintaining the security of your account.

Pairing Party may be accessed through websites, Kajabi communities, embedded pages, or other experiences associated with participating communities. When you access Pairing Party through a participating community, we may associate that community with your Pairing Party account. Users may belong to more than one participating community.

You may not impersonate another person, create an account using another person's information, provide false eligibility information, or allow another person to use your account.

Pairing Party may allow you to create a profile containing information such as your:

• name;
• photograph or headshot;
• city and state;
• community memberships;
• professional experience;
• strengths and skills;
• asset-type experience;
• biography;
• website;
• Blink card;
• LinkedIn profile;
• business interests; and
• other professional information you choose to provide.

Certain profile information may be visible to other eligible Pairing Party participants. Do not include information in your public profile that you do not want other participants to see.

Each Pairing Party may have its own:

• registration period;
• eligibility requirements;
• participating communities;
• selection period;
• pairing methodology;
• start date;
• end date;
• participant capacity; and
• participation rules.

Joining one Pairing Party does not guarantee eligibility or participation in another. We may modify, postpone, cancel, extend, shorten, or otherwise administer Pairing Parties as reasonably necessary.

Certain Pairing Parties may allow Members to browse participating Buyers or other eligible participants and select a preferred pairing during a designated selection period. Availability may be limited.

Selecting a Buyer does not guarantee any particular business result, opportunity, financial benefit, transaction, mentorship experience, or continuing relationship. Selections may become unavailable when capacity is reached.

Where permitted by the Platform, you may change your selection before the applicable selection deadline. After the selection period closes, selections may become final unless modified by an administrator.

If you do not make a selection within the applicable selection period, or if a Pairing Party does not permit self-selection, the Platform may recommend or create a pairing using automated matching technology or administrator review. Pairing factors may include information such as:

• geographic proximity;
• community membership;
• experience;
• strengths and skills;
• asset-type familiarity;
• stated business needs;
• work preferences;
• teammate preferences;
• Buyer capacity; and
• other information provided through the Platform.

Automated matching is intended to assist with organizing Pairing Parties. It does not determine that two people are professionally, financially, personally, or otherwise suitable for one another. Administrators may review, modify, override, remove, or create pairings.

We do not guarantee that every participant will receive a pairing. Availability may depend on eligibility, Buyer capacity, participation levels, and other factors.

Certain experienced participants may apply or be invited to participate as "Buyers." Buyer status may require approval.

Approval as a Buyer does not constitute an endorsement, certification, employment relationship, agency relationship, or representation by NRE 2 that the Buyer possesses any particular professional qualification.

Buyers may specify:

• business markets;
• asset types;
• business needs;
• buy boxes;
• desired teammate skills;
• work activities;
• experience preferences;
• team capacity;
• contact preferences; and
• other relevant information.

Buyers are expected to provide reasonable direction to Members assigned to their teams. This may include providing appropriate instructions, scripts, resources, expectations, feedback, objection-handling guidance, group training, or other information reasonably necessary for Members to understand the work they are being asked to perform.

Pairing Party is intended to foster both productive collaboration and meaningful community relationships. Buyers should not treat Members merely as an anonymous source of unpaid labor.

Buyers are responsible for ensuring that activities performed on their behalf comply with applicable laws and regulations.

Members participating with a Buyer agree to:

• follow reasonable instructions;
• accurately represent themselves and their relationship with the Buyer;
• communicate professionally;
• protect confidential or proprietary information shared with them;
• comply with applicable laws;
• respect the Buyer's business processes and contacts; and
• promptly communicate questions or concerns.

Members may not falsely represent themselves as employees, agents, licensed professionals, representatives of NRE 2, or representatives of a Buyer unless they are separately authorized to do so.

Pairing Party activities may involve calling, emailing, messaging, researching, appointment setting, sourcing opportunities, or other forms of business outreach.

Participants are solely responsible for ensuring that their outreach activities comply with applicable laws and regulations, including laws governing telemarketing, telephone communications, text messaging, email marketing, privacy, solicitation, recording, and do-not-call requirements.

Participation in Pairing Party does not authorize anyone to disregard applicable communication or solicitation laws. Buyers are responsible for providing appropriate instructions regarding outreach performed on their behalf.

Buyers may choose to provide a phone number, email address, or other contact information for use by Members assigned to their team. Where required, the Platform will request permission before making such contact information available to paired participants.

Contact information made available through a pairing may be used only for legitimate Pairing Party and related collaborative purposes. You may not harvest, sell, publish, distribute, scrape, or use participant contact information for unrelated marketing or solicitation without appropriate permission.

Participants may discuss or participate in potential business opportunities.

Buyers may optionally describe potential compensation, referral arrangements, deal scout fees, commissions, revenue sharing, or other financial arrangements.

Unless NRE 2 expressly agrees otherwise in writing, NRE 2 is not a party to agreements between participants. NRE 2 does not guarantee:

• payment;
• commissions;
• referral fees;
• deal participation;
• deal closing;
• lead quality;
• investment performance;
• income;
• profit; or
• any other financial outcome.

Participants are responsible for documenting and understanding any compensation arrangement between themselves. Participants are also responsible for determining whether any proposed compensation, referral, brokerage, licensing, securities, real estate, or other business arrangement is legally permitted in the applicable jurisdiction.

Information shared through Pairing Party is provided for community, networking, educational, and collaborative purposes.

Nothing on the Platform constitutes legal, tax, accounting, investment, financial, brokerage, real estate, or other regulated professional advice. Participants should obtain appropriate independent professional advice when necessary.

Participation in Pairing Party does not by itself create an:

• employment relationship;
• independent contractor relationship;
• partnership;
• joint venture;
• fiduciary relationship;
• franchise;
• agency relationship; or
• legal business partnership

between NRE 2 and any participant or between participants. If participants independently establish such a relationship, they are responsible for documenting and managing that relationship themselves.

You may not use Pairing Party to:

• harass, threaten, intimidate, or discriminate against others;
• engage in fraud or deceptive practices;
• impersonate another person;
• distribute spam;
• scrape or harvest participant information;
• share another participant's private information without permission;
• upload malicious software;
• interfere with Platform security;
• gain unauthorized access to accounts or data;
• manipulate the pairing system;
• circumvent capacity or eligibility restrictions;
• misrepresent experience, training, qualifications, or community membership;
• engage in illegal activity; or
• use the Platform in a manner that materially harms another participant or community.

We may investigate reported misconduct and take appropriate action.

Pairing Party may provide team messaging or other communication tools.

Messages sent through the Platform may be stored and may be accessible to authorized administrators for safety, moderation, support, dispute resolution, and Platform administration.

Pairing Party messaging should not be treated as a confidential communications channel for highly sensitive personal, financial, legal, or proprietary information.

You retain ownership of content you submit to Pairing Party, including profile information, photographs, messages, instructions, resources, and other materials ("User Content").

You grant NRE 2 a non-exclusive, worldwide, royalty-free license to host, store, reproduce, display, format, transmit, and otherwise process User Content as reasonably necessary to operate, secure, administer, and improve Pairing Party. This license does not give NRE 2 ownership of your User Content.

You represent that you have the rights necessary to submit the content you provide.

Pairing Party, including its software, design, branding, graphics, functionality, and other proprietary materials, is owned by or licensed to NRE 2 and is protected by applicable intellectual property laws.

These Terms do not transfer ownership of Pairing Party intellectual property to you.

Pairing Party may integrate with or link to third-party services, including community platforms, authentication providers, hosting providers, storage providers, and websites supplied by participants.

We do not control third-party services and are not responsible for their independent content, availability, security, or privacy practices.

Pairing Party facilitates interactions between adults who may not previously know one another. Use reasonable judgment when interacting with other participants.

NRE 2 does not conduct comprehensive background checks on every participant unless expressly stated otherwise. You are responsible for evaluating whether you are comfortable communicating, meeting, sharing information, or conducting business with another participant.

Report concerning behavior through the Platform or designated support channel. If you believe there is an immediate threat to someone's safety, contact appropriate emergency services.

We may restrict, suspend, or terminate access to Pairing Party when reasonably necessary, including for:

• violation of these Terms;
• failure to meet eligibility requirements;
• fraudulent information;
• safety concerns;
• harassment;
• misuse of participant information;
• abuse of Platform functionality;
• community membership changes; or
• conduct that threatens participants or the Platform.

You may stop using Pairing Party at any time.

We may modify, update, suspend, or discontinue features of Pairing Party.

We do not guarantee uninterrupted or error-free operation.

Pairing Parties themselves may also be modified or canceled.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PAIRING PARTY IS PROVIDED "AS IS" AND "AS AVAILABLE."

NRE 2 DISCLAIMS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT:

• YOU WILL RECEIVE A PAIRING;
• A PAIRING WILL BE COMPATIBLE OR SUCCESSFUL;
• A BUYER OR MEMBER WILL PERFORM AS EXPECTED;
• PARTICIPATION WILL RESULT IN A DEAL, LEAD, APPOINTMENT, INCOME, OR OTHER BUSINESS RESULT; OR
• INFORMATION PROVIDED BY OTHER PARTICIPANTS IS ACCURATE.

Some jurisdictions do not allow certain warranty exclusions, so some exclusions may not apply to you.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NRE 2 AND ITS AFFILIATES, OFFICERS, EMPLOYEES, CONTRACTORS, AND AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR RELATED TO PAIRING PARTY.

THIS INCLUDES DAMAGES ARISING FROM PARTICIPANT INTERACTIONS, BUSINESS OPPORTUNITIES, LOST PROFITS, LOST DATA, FAILED TRANSACTIONS, MISCONDUCT BY OTHER PARTICIPANTS, OR RELIANCE ON INFORMATION PROVIDED THROUGH THE PLATFORM.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NRE 2'S AGGREGATE LIABILITY ARISING FROM PAIRING PARTY WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID SPECIFICALLY FOR ACCESS TO PAIRING PARTY DURING THE TWELVE MONTHS PRECEDING THE CLAIM OR (B) $100.

Nothing in these Terms limits liability that cannot legally be limited.

To the extent permitted by law, you agree to indemnify and hold harmless NRE 2 and its affiliates, officers, employees, contractors, and agents from claims, damages, liabilities, losses, and reasonable expenses arising from your:

• violation of these Terms;
• unlawful use of Pairing Party;
• User Content;
• business activities;
• outreach activities;
• interactions with other participants; or
• violation of another person's rights.

These Terms are governed by the laws of the State of Arizona, without regard to conflict-of-law principles, except where applicable law requires otherwise.

[LEGAL REVIEW REQUIRED: Insert NRE 2's preferred venue, arbitration provision, class-action waiver, informal dispute-resolution procedure, and any applicable opt-out procedure here.]

We may update these Terms from time to time.

When changes are material, we may provide notice through the Platform, by email, or through another reasonable method. The "Last Updated" date identifies the most recent revision.

Where required by law, we will obtain additional consent before applying materially different terms.

Questions regarding these Terms may be directed to:

NRE 2, LLC
[MAILING ADDRESS]
support@subto.com