Terms of Service

1. Who we are

Empire is a marketplace operated by Empire PropTech, Inc. (“Empire,” “we,” “us”) that connects real-estate wholesalers, investor buyers, and service vendors (lenders, title, contractors, inspectors, insurance agents, attorneys, property managers, and capital partners). Empire is not a real-estate broker, lender, escrow agent, title insurer, or attorney, and does not represent any buyer, seller, or service provider in any transaction.

2. Your account

You must be at least 18 years old and legally able to enter contracts to use Empire. You are responsible for everything that happens under your account. Keep your password secret; tell us immediately if you suspect unauthorized access. We may suspend or terminate accounts that violate these terms or any law.

3. What you can post

You agree not to post:

• Property listings you don’t have a contractual right to assign or sell.
• False, misleading, or fraudulent information about a property, your role in a transaction, or your credentials.
• Content that violates any federal, state, or local law, including Fair Housing Act protected-class restrictions.
• Securities offerings, syndications, or solicitations of investment that have not been properly registered or exempted.
• Personal information about third parties without their consent.
• Spam, harassing messages, or unsolicited advertising outside the paid placement system.

4. Subscriptions and billing

Paid wholesaler plans (Starter, Growth, Empire) are billed monthly or annually through Stripe. Ad wallet top-ups for vendor sponsored placements are pay-as-you-go and non-refundable except as required by law. You can cancel a subscription anytime from your customer portal; you keep access through the end of your paid period.

5. Vendor marketplace and sponsored placements

Vendors purchase placement in the Execution Hub and on individual listings via a CPM auction. Sponsored placement is advertising; it does not constitute an endorsement, recommendation, or guarantee by Empire of any vendor’s services, qualifications, pricing, or outcomes. Buyers are free to choose any provider, sponsored or not.

6. No transaction guarantee

Empire is a marketplace and communication platform. We do not guarantee that any deal listed will be assignable, financeable, insurable, free of title or zoning defects, or closable on any timeline. Closings, escrows, and dispute resolution occur entirely outside Empire and are the responsibility of the parties to the transaction.

7. Disclaimer of warranties

The service is provided “as is” without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, accuracy, and non-infringement. Empire does not warrant that the service will be uninterrupted, error-free, or secure.

8. Limitation of liability

To the maximum extent permitted by law, Empire and its officers, directors, employees, and affiliates will not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, arising out of or related to your use of the service. Our total cumulative liability for any claim is limited to the greater of (a) the fees you paid us in the 12 months before the claim arose, or (b) one hundred U.S. dollars.

9. SMS / text message alerts

If you opt in to text alerts at signup or in your account settings, you consent to receive automated text messages from Empire at the phone number you provided regarding new offers, messages, inquiries, deal matches, and other transactional events on your account. Message frequency varies but is typically under 10 messages per day. Message and data rates may apply through your mobile carrier. Consent is not a condition of using Empire — every feature works whether or not you enable SMS.

You may opt out at any time by:

• Replying STOP (or STOPALL, CANCEL, END, QUIT, UNSUBSCRIBE) to any Empire text. The carrier will stop delivery immediately.
• Toggling SMS off in Settings → Notifications inside the app.

Reply HELP to any Empire text for support, or email support@empire.com. Empire does not share your phone number with third parties for marketing, advertising, or any purpose other than delivering the messages you requested.

10. Indemnity

You agree to indemnify and hold Empire harmless from any claim, loss, or expense arising out of content you post, transactions you enter into, your violation of these terms, or your violation of any law or third-party right.

11. Changes to these terms

We may update these terms from time to time. Material changes will be announced by email or in-app notice at least 14 days before they take effect. Continued use after the effective date is acceptance of the new terms.

12. Governing law

These terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Any dispute will be resolved in the state or federal courts located in Delaware, except where applicable consumer-protection law gives you the right to bring action in your state of residence.

13. Contact

Questions about these terms: legal@empire.com.

14. Non-Circumvention & Deal Confidentiality

Wholesalers list deals on Empire under contracts that grant them the exclusive right to assign the deal to a buyer in exchange for a fee. To protect that fee — and the wholesaler’s ability to source future deals — Empire masks the full street address and exact map pin of every deal until each buyer signs a per-deal Non-Circumvention Agreement (“NCA”) inside the deal room.

By accepting an NCA on any deal, you agree:

• You will not, directly or indirectly, contact the property owner, occupants, tenants, neighbors, listing agent, recorded lienholder, or any party associated with the property outside the Empire platform with the intent or effect of circumventing the wholesaler’s contract or Empire’s marketplace.
• If Empire or the wholesaler can show by a preponderance of evidence that you breached this agreement, you agree to pay liquidated damages of up to $25,000 USD per breach, plus all reasonable attorneys’ fees and court costs incurred to enforce this agreement.
• Liquidated damages are intended to estimate the wholesaler’s actual harm where exact damages are difficult to calculate, and are not a penalty. Empire is a third-party beneficiary of every NCA between you and a wholesaler and may enforce it directly.
• Each NCA is recorded with your IP address, browser fingerprint, typed signature name, and timestamp. This record is admissible evidence in any dispute. NCAs are per-deal: signing one deal’s NCA does not waive confidentiality on any other deal.
• Information you learn about a deal — including pricing, financials, condition, owner information, and any documents made available in the deal room — is the wholesaler’s confidential information and may not be shared with anyone outside your own organization without the wholesaler’s written consent.

Wholesalers can audit the list of buyers who signed NCAs on any of their deals from their wholesaler dashboard. If you believe a buyer breached an NCA on one of your deals, email legal@empire.com with the deal id and supporting evidence.