Terms of Service

Last Updated: 2/20/2025

1. Introduction

Welcome to Onerdata Inc. a Delaware corporation providing an online platform
for the exchange and monetization of owner-provided commercial real estate (CRE) data. These Terms of Service govern your use of our website, platform, and services. By accessing or using
our Services, you agree to these Terms. If you do not agree, please discontinue use of our Services.

2. Eligibility

You must be at least 18 years old and have the legal capacity to enter into a binding contract under applicable law. By
using the Services, you represent and warrant that you meet these requirements.

3. Account Registration

3.1 Account Creation
To access certain features of the Services, you may need to create an account. During registration, you agree to
provide accurate, current, and complete information.
You are responsible for maintaining the confidentiality of your login credentials and for any activities under your
account.

3.2 Account Suspension or Termination
We reserve the right to suspend or terminate your account if we reasonably believe you have violated these Terms or
engaged in any fraudulent or illegal activity.

4. Overview of Services

4.1 Owner-Provided Data Marketplace
Onerdata’s platform connects property owners or their representatives  and data buyers (e.g., CRE
professionals) for the sale and purchase of owner-provided data relating to commercial real estate.
Onerdata does not own, or sell the data directly; we provide a marketplace and facilitate transactions.

4.2 Subscriptions and One-Time Purchases
Searching for or browsing potential data offerings may require a paid subscription. Paying for a
Subscription does not automatically grant you access to specific property data; individual data purchases require
additional fees.
Sellers may also share direct purchase links for one-time data purchases that do not require a Subscription.
Additional platform or transaction fees may apply for such direct purchases.

4.3 Seller Pricing and Guidelines
Sellers may set their own prices for the data they upload, subject to Onerdata’s guidelines or any minimum pricing
rules set by us.
The exact pricing or commission structure for each property’s data is displayed on the respective property listing
page, which may be updated from time to time.

4.4 Manual Approval Option
Sellers can opt to make their data automatically available to all Buyers or require manual approval for each purchase
request.
When a Buyer requests access to data that requires Manual Approval, we will place a hold (authorization) on the
Buyer’s payment method. If the Seller approves the request, the held amount will be charged; if not, the hold will be
released (canceled) and no charge will be made.

5. Provisional Data Offers

5.1 Provisional Pricing
In some cases, Provisional Data Offers may be displayed before the owner has uploaded the required documents or
finalized the data details. These offers are not definitive and may be subject to updates or changes once the owner
provides the requested information.

5.2 Hold on Buyer’s Payment Method
When a Buyer attempts to purchase data listed under a Provisional Data Offer, Onerdata may place a hold
(authorization) on the Buyer’s payment method, rather than immediately charging it.
-  This hold will remain in place while the Seller uploads the necessary files and confirms (or adjusts) the final price.

5.3 Seller Upload Deadline and Final Price
-  Sellers have up to seven (7) days to upload the required documents and confirm or adjust the final price.
-  If the Seller does not upload the required documents within seven (7) days, the hold on the Buyer’s payment method
will be canceled, and the Buyer will not be charged.

5.4 Price Adjustment
If the Seller sets a higher final price than the provisional price, the Buyer will be notified and given the option
to:
1. Accept the new price and proceed with the purchase (the hold will then convert into a charge at the new amount), or
2. Decline the new price, in which case the hold on the Buyer’s payment method will be canceled, and no charge will
occur.

6. Payments and Fees

6.1 Payment Processing
We use Stripe to process transactions. By paying through our platform, you also agree to Stripe’s terms and policies.
Holds, authorizations, and charges on your payment method will be handled in accordance with Stripe’s procedures and
timelines.

6.2 Commissions / Platform Fees
Onerdata may charge a commission or platform fee for each successful transaction, which is deducted from the amount
the Seller receives. The specifics of such fees or commissions are indicated at the time of listing.

6.3 Seller Payouts
Sellers can typically withdraw earnings at the beginning of the month following completion of the transaction, subject
to verification that the Buyer has paid (and any applicable review or refund periods have passed).
If a transaction is canceled or refunded (see Section 8), earnings may be withheld or reversed accordingly.

7. Refunds, Complaints, and Dispute Resolution Between Users

7.1 Buyer Complaints
If a Buyer believes the owner-provided data is materially inaccurate, incomplete, or not as described, the Buyer may
file a complaint with Onerdata within 3 business days of purchase.
We will review the complaint and may request additional documentation from both parties.

7.2 Review Process and Refund
If we find the Buyer’s complaint to be valid, we reserve the right to issue a full or partial refund.
If a refund is issued after the Seller’s payout has already occurred, Onerdata may deduct the refunded amount from the
Seller’s future earnings or charge the Seller’s account/payment method.

7.3 Seller Cooperation
Sellers agree to cooperate in good faith with any review process. Failure to respond or provide documentation may
result in a refund to the Buyer and/or suspension of the Seller’s account.

7.4. Disputed Transactions (Chargebacks) and Seller Liability

7.4.1. Dispute Handling & Account Hold
- If a buyer disputes a payment (e.g., initiates a chargeback through their bank or payment provider), we will temporarily freeze the disputed amount in the seller’s account until the dispute is resolved.
- If the dispute is resolved in favor of the buyer, Onerdata Inc reserves the right to deduct the disputed amount from the seller’s available balance.
- If the dispute is resolved in favor of the seller, the frozen amount will be released back to the seller’s account.

7.4.2. Insufficient Balance & ACH Pull Authorization
- If the seller’s account does not have sufficient funds to cover a chargeback or refund, Onerdata Inc reserves the right to initiate an ACH pull transaction to recover the owed amount from the seller’s linked bank account.
- If ACH pull fails or is unavailable, Onerdata Inc is authorized to charge the linked credit card on file for the outstanding balance.
- The seller expressly agrees to provide and maintain valid payment methods to cover any potential chargebacks or disputed amounts.

7.4.3. Fraud Prevention & Account Restrictions
- If a seller is involved in excessive chargebacks or disputes, Onerdata Inc may:
- Suspend or terminate the seller’s account.
- Require additional verification before processing further transactions.
- Impose additional reserves or holds on future earnings to cover potential disputes.

8. Data Usage and Privacy

8.1 Owner-Provided Data
Sellers retain all right, title, and interest in and to the data they upload (Owner-Provided Data), subject to any
license granted to Onerdata or Buyers under these Terms.

8.2 License to Onerdata
By uploading Owner-Provided Data, Sellers grant Onerdata a non-exclusive, worldwide, royalty-free license to host,
display, reproduce, and transmit the data solely for the purpose of providing the Services.

8.3 Privacy and Data Protection
We do not sell user data or share it with third parties without consent, except as necessary to provide the Services
or comply with legal obligations.


You may not resell, license, or otherwise distribute any Owner-Provided Data to third parties without the explicit
written permission of the Seller. Any unauthorized sharing or sale of such data constitutes a violation of these Terms.
You acknowledge that you have read and agree to our Privacy Policy, which is incorporated by reference into these
Terms.

Buyers and Sellers are responsible for handling any personal or sensitive information contained in Owner-Provided Data
in compliance with applicable laws (such as CCPA, GDPR, and any other relevant local, state, or federal laws).

9. User Conduct

By using our Services, you agree that you will:
Comply with all applicable laws and regulations;
Not misrepresent your identity or provide false or misleading information;
Not engage in unauthorized data scraping, hacking, or activities that disrupt or compromise the Services;
Respect the intellectual property and privacy rights of others;
Use any purchased Owner-Provided Data only for lawful purposes in compliance with applicable data privacy or consumer
protection regulations.

10. Intellectual Property

10.1 Onerdata IP
The Onerdata name, logo, trademarks, and all related product and service names, design marks, and slogans are the
property of Onerdata or its affiliates. Except as expressly permitted by us in writing, you may not use any of the
foregoing without our prior written consent.

10.2 No Reverse Engineering
You agree not to modify, distribute, decompile, or reverse engineer any part of the Services or our software.

11. Disclaimer of Warranties
THE SERVICES AND ANY OWNER-PROVIDED DATA ARE PROVIDED ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS, WITHOUT WARRANTIES OF
ANY KIND, EITHER EXPRESS OR IMPLIED.
ONERDATA SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, AND NON-INFRINGEMENT.
WE DO NOT WARRANT THAT THE OWNER-PROVIDED DATA OR THE SERVICES WILL BE ACCURATE, COMPLETE, UNINTERRUPTED, OR
ERROR-FREE.

12. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL ONERDATA (INCLUDING ITS OFFICERS, DIRECTORS, EMPLOYEES, AND
AGENTS) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO
THESE TERMS OR YOUR USE OF THE SERVICES.
IN NO EVENT SHALL ONERDATA’S TOTAL LIABILITY EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID TO ONERDATA IN THE 12
MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR (B) USD $100.

13. Indemnification

You agree to indemnify, defend, and hold harmless Onerdata and its officers, directors, employees, agents, and
affiliates from and against any claims, damages, liabilities, losses, costs, or expenses (including reasonable
attorneys’ fees) arising out of or related to:
1. Your breach of these Terms;
2. Your use or misuse of the Services or any Owner-Provided Data;
3. Your violation of any law or the rights of any third party.

14. Termination

14.1 By Onerdata
We may suspend or terminate your access to the Services at any time, with or without notice, if we believe you have
violated these Terms or engaged in unlawful or improper conduct.

14.2 By User
You may terminate your account at any time by contacting us at support@onerdata.com. Upon termination, your right to
use the Services ceases immediately, but certain obligations (such as payment obligations) may survive.

15. Governing Law and Dispute Resolution

15.1 Governing Law
These Terms, and any dispute arising out of or relating to these Terms or the Services, shall be governed by and
construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles.

15.2 Arbitration
Any dispute, claim, or controversy arising out of or in connection with these Terms shall be resolved by final and
binding arbitration administered by the American Arbitration Association (AAA) under its Commercial
Arbitration Rules. The arbitration will take place in Wilmington, Delaware, and the arbitrator’s decision may be
enforced in any court of competent jurisdiction.
You agree to waive any right to participate in class actions, whether as a plaintiff or class member.

16. Miscellaneous

16.1 Entire Agreement
These Terms, together with our Privacy Policy and any other legal notices published by Onerdata, constitute the entire
agreement between you and Onerdata regarding the Services and supersede all prior agreements.

16.2 Severability
If any provision of these Terms is held invalid or unenforceable, that provision shall be construed to reflect the
parties’ original intent, and the remaining provisions shall remain in full force and effect.

16.3 No Waiver
Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.

16.4 Assignment
Onerdata may assign or transfer its rights and obligations under these Terms without restriction. You may not assign
or transfer your rights or obligations under these Terms without our prior written consent.

16.5 Force Majeure
Onerdata shall not be liable for any delay or failure in performance resulting from causes beyond its reasonable
control, including natural disasters, war, terrorism, riots, embargoes, governmental regulations, or strikes.

16.6 Electronic Communications
By using the Services, you consent to receive electronic communications from us, which may include notices about your
account or transactional information.

17. Contact Us

If you have any questions or concerns about these Terms or our Services, please contact us at:
Email: support@onerdata.com