User Agreement

Last Updated: June 15, 2026

This User Agreement governs your access to and use of "The Hub" ("Platform" or "The Hub") operated by Emlak Enterprises, LLC dba WERNER & CO. ("WERNER & CO.", "W&CO", "we", "us", or "our"). By registering, accessing, or using The Hub in any way, you ("Agent" or "you") agree to be legally bound by these Terms. If you do not agree, do not access or use the Platform.

This User Agreement applies to all users of The Hub, including licensed real estate agents, team members, and any authorized users granted access under a Platform Access Agreement. Use of The Hub is also subject to your executed Platform Access Agreement, which is incorporated herein by reference.

Definitions

The following defined terms apply throughout this User Agreement:

"WERNER & CO." / "W&CO.": Emlak Enterprises, LLC dba WERNER & CO., the company operating The Hub and the supervising real estate brokerage.

"The Hub / "Platform": The proprietary online platform and all associated tools, features, and services made available by W&CO. to authorized users.

"Agent" / "User": Any licensed real estate agent or authorized individual who has executed a Platform Access Agreement with W&CO. and been granted access to The Hub.

"Services": All features, tools, content, and capabilities provided through The Hub, including CRM, transaction management, email campaigns, resource libraries, and document storage.

"User Content": Any data, leads, contacts, listings, documents, or other material submitted, uploaded, or entered into The Hub by a user.

"Broker": Blake Werner, the licensed Missouri real estate broker responsible for supervising all licensee activity under W&CO.

"Platform Access Agreement": The signed agreement between W&CO. and user defining the specific services, fees, and term of platform access.

Account Registration and Eligibility

2.1 Eligibility

To register for and access The Hub, you must:

Be at least 18 years of age;

Hold an active real estate license in your applicable state;

Executed a current Platform Access Agreement with W&CO.; and

Comply with all applicable laws, MLS rules, and W&CO. operating standards.

W&CO. reserves the right to deny access to any person who does not meet these eligibility requirements or who W&CO. determines, in its sole discretion, is not suitable for platform access.

2.2 Account Security

You are solely responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to:

Use a strong, unique password and protect it from unauthorized disclosure;

Never share your account credentials with any other person;

Notify W&CO. immediately at contact@wernercompany.com of any unauthorized access or suspected security breach; and

Log out of your account after each session on shared devices.

W&CO. is not liable for any loss or damage arising from your failure to maintain account security.

2.3 Accurate Information

You agree to provide accurate, complete, and current information at the time of registration and to promptly update such information whenever it changes. Accounts created with false or misleading information may be suspended or permanently terminated without notice.

Acceptable Use

3.1 Permitted Use

The Hub is provided exclusively for your professional real estate activities as an agent affiliated with W&CO. Permitted uses include managing leads and client relationships, tracking and coordinating transactions, running email marketing campaigns to your consented database, accessing training and resource materials, and storing and managing real estate documents - all in compliance with applicable law and brokerage operating standards.

3.2 Prohibited Conduct

You agree NOT to use The Hub to:

Violate any federal, state, or local law, regulation or MLS rule;

Share, resell, sublicense or transfer your account or platform access to any third party;

Upload, transmit, or distribute viruses, malware, spyware, or any harmful code;

Reverse engineer, decompile, scrape, or copy any part of the Platform or its underlying technology;

Send spam, unsolicited commercial communications, or harassing messages of any kind;

Impersonate any person or entity or misrepresent your identity or affiliation;

Harvest or collect data from the Platform through automated scripts or tools;

Take any action that interferes with other users' access or degrades platform performance;

Violate the NAR Code of Ethics or any professional standards applicable to your license; or

Use The Hub for any purpose other than your own professional real estate business.

3.3 Email and Communication Compliance

All email campaigns and client communications sent through The Hub must comply with the CAN-SPAM Act, the Telephone Consumer Protection Act (TCPA), and all applicable state and federal marketing laws. You are solely responsible for:

Maintaining documentation of consent for every contact in your database;

Including required unsubscribe options in all outbound emails;

Providing a valid physical address in all commercial email communications; and

Ensuring subject lines accurately represent email content.

W&CO. reserves the right to suspend email and communication tools for any account generating excessive complaint rates, bounces, or evidence of non-compliance with applicable law.

3.4 Do Not Call & Telemarketing Compliance

You are solely responsible for compliance with the federal Do Not Call Registry, all state DNC laws, and all applicable telemarketing regulations when using any calling or texting features within The Hub. W&CO. is not liable for any fines, penalties, or claims arising from your calling or texting activity. You are encouraged to consult legal counsel before conducting any outbound calling or texting campaigns.

3.5 MLS & Listing Data

Your use of any MLS or IDX data features within The Hub is subject to your MLS membership agreement and all applicable MLS rules and regulations. You are solely responsible for maintaining valid MLS membership and ensuring compliance with all listing data use restrictions. W&CO. is not responsible for unauthorized use of MLS data by you or any user on your account.

Platform Services

4.1 CRM & Lead Management

The Hub provides a customer relationship management system for capturing, organizing, tracking, and nurturing leads and client contacts. All lead and contact data you enter into The Hub belongs solely to you as the User and will not be accessed by W&CO. except for authorized support purposes, or shared with any third party without your consent.

4.2 Transaction Management

The Hub includes tools to assist with managing real estate transactions from contract to close, including deadline tracking, document checklists, and communication logs. You are solely responsible for ensuring all transaction documents, legal deadlines, and compliance requirements are met. The Hub does not provide legal, tax, or financial advice, and its tools do not substitute for independent professional review.

4.3 Email Campaign Tools

The Hub provides email marketing tools to assist you in communicating with your database. You represent and warrant that all contacts included in any email campaign have provided consent to receive communications from you. W&CO. reserves the right to suspend campaign access for any account generating complaint rates that exceed industry standards or that violate applicable law.

4.4 Resource Library & Training

The Hub includes access to training materials, templates, guides, scripts, and other resources developed or curated by W&CO. These materials are licensed solely for your personal professional use. You may not reproduce, distribute, sublicense, or share any Resource Library content outside The Hub without prior written consent from W&CO.

4.5 Document Storage and Management

The Hub provides tools for uploading and organizing real estate documents. You are responsible for independently maintaining copies of all critical documents. W&CO. does not guarantee permanent retention of any uploaded documents and shall not be liable for any data loss due to technical failure, account termination, or any other cause.

4.6 Platform Updates and Changes

W&CO. reserves the right to update, modify, add, or remove features of The Hub at any time, with or without prior notice. W&CO. will make reasonable efforts to notify Users of material changes via email or platform notification. Continued use of The Hub following any change constitutes your acceptance of the updated Platform.

4.7 Third-Party Integrations

The Hub may integrate with or provide links to third-party tools and services. W&CO. does not endorse, control, or assume any responsibility for third-party services. Your use of any third-party service is governed by that service's own terms and privacy policy. W&CO. is not liable for any loss or damage arising from your use of third-party integrations.

Content and Intellectual Property

5.1 Your User Content

You retain full ownership of all User Content you upload or input into The Hub, including leads, contacts, transaction data, and documents. By using the Platform, you grant W&CO. a limited, non-exclusive, royalty-free license to access, store, and display your User Content solely as necessary to provide and maintain the Services. This license terminates upon account cancellation, subject to the data retention provisions in Section 6.3.

5.2 W&CO INTELLECTUAL PROPERTY

All Platform technology, design, branding, templates, training materials, workflows, and content created or owned by W&CO are the exclusive intellectual property of Werner & Co. LLC and are protected by applicable copyright, trademark, and proprietary rights laws. You are granted no ownership interest in any W&CO intellectual property. You may not copy, reproduce, modify, distribute, or create derivative works from any W&CO content without prior written permission.

5.3 CONTENT STANDARDS

You agree that all User Content you upload or transmit through The Hub will:

Comply with all applicable federal, state, and local laws and regulations;

Not infringe any third-party intellectual property, privacy, or publicity rights;

Not be defamatory, discriminatory, harassing, fraudulent, or otherwise harmful;

Not contain viruses, malware, or other harmful code; and

Comply with all MLS rules and regulations governing the use of listing data.

W&CO reserves the right to remove any User Content that violates these standards, with or without notice.

Data, Privacy and Security

6.1 LEAD & CLIENT DATA OWNERSHIP

All lead and client data you enter into The Hub belongs to you. W&CO will not sell, share, or distribute your data to any third party without your consent, except as required to operate and maintain the Platform or as required by applicable law.

6.2 PRIVACY POLICY

W&CO collects and processes certain account and usage data in connection with providing The Hub. By using the Platform, you consent to such collection and processing as described in W&CO's Privacy Policy, available at [www.yourdomain.com/privacy]. The Privacy Policy is incorporated into these Terms by reference.

6.3 DATA UPON ACCOUNT CANCELLATION

Upon cancellation or termination of your account, W&CO will make your exportable data available for download for ninety (90) days following the termination date. You are responsible for exporting and preserving any data you wish to retain before or during this period. After ninety (90) days, W&CO reserves the right to permanently delete all data associated with your account. W&CO is not responsible for any loss of data resulting from account cancellation.

6.4 PLATFORM SECURITY

W&CO employs reasonable technical, administrative, and physical safeguards to protect data stored within The Hub. However, no system is completely secure, and W&CO does not guarantee that the Platform will be free from unauthorized access, data breaches, or other security incidents. You agree to promptly notify W&CO at contact@wernercompany.com of any suspected or actual security breach involving your account.

6.5 COOKIES & TRACKING

The Hub may use cookies and similar tracking technologies to maintain session state, analyze usage patterns, and improve Platform performance. By using The Hub, you consent to the use of such technologies in accordance with W&CO's Privacy Policy.

Broker Relationship and Compliance

Your use of The Hub does not create or alter any employment, partnership, franchise, or agency relationship beyond what is established in your separate independent contractor agreement, team agreement, or other governing document with W&CO.

All real estate activities you conduct through or in connection with The Hub remain subject to Missouri real estate licensing law, applicable MLS rules, the NAR Code of Ethics, and W&CO brokerage policies. Blake Werner, as the supervising Broker of record for W&CO, retains oversight authority over all licensee activities as required by law.

W&CO's role as Platform operator does not limit, expand, or substitute for the Broker's supervisory duties under Missouri law. Users are expected to conduct all real estate activities in full compliance with their licensing obligations and brokerage policies, whether or not those activities are conducted through The Hub.

Payment and Fees

All payment terms — including platform access fees, billing cycles, cancellation policies, late fees, and refund provisions — are governed by your executed Platform Access Agreement with W&CO, which is incorporated into these Terms by reference.

Failure to pay applicable fees when due may result in suspension of your platform access until payment is received in full. Accounts with outstanding balances for more than thirty (30) days may be subject to termination. All fees are non-refundable except as expressly stated in your Platform Access Agreement.

W&CO reserves the right to modify its pricing or introduce fees for new or additional features. Users will be notified of any fee changes at least fourteen (14) days prior to their effective date.

Termination

9.1 TERMINATION BY CLIENT

You may terminate your account at any time in accordance with the cancellation provisions of your Platform Access Agreement. Termination does not relieve you of any payment obligations accrued prior to the termination date.

9.2 TERMINATION BY W&CO

W&CO may suspend or terminate your access to The Hub at any time, with or without prior notice, for reasons including but not limited to:

Violation of any provision of these Terms or your Platform Access Agreement;

Non-payment of fees;

Conduct that violates applicable law, MLS rules, or W&CO brokerage policies;

Conduct that harms, threatens, or is likely to harm other users, third parties, or W&CO; or

Any other reason that W&CO determines, in its sole discretion, warrants termination.

Where practicable, W&CO will provide reasonable advance notice of termination. However, immediate termination may occur in cases of serious violation.

9.3 EFFECT OF TERMINATION

Upon termination or expiration of your account for any reason, your license to access and use The Hub immediately ceases. You must promptly export any data you wish to retain. The following sections of these Terms survive termination and remain in full force: Sections 5.2 (W&CO Intellectual Property), 6.3 (Data Upon Cancellation), 10 (Disclaimers), 11 (Limitation of Liability), 12 (Indemnification), and 13 (Governing Law).

Disclaimer of Warranties

THE HUB IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. W&CO EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT.

W&CO DOES NOT WARRANT THAT: (A) THE PLATFORM WILL MEET YOUR SPECIFIC REQUIREMENTS; (B) THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) ANY DATA OR INFORMATION OBTAINED THROUGH THE PLATFORM WILL BE ACCURATE OR RELIABLE; OR (D) ANY DEFECTS IN THE PLATFORM WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM W&CO SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, W&CO, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS, OR LOSS OF GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE HUB, EVEN IF W&CO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL W&CO'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE HUB EXCEED THE TOTAL PLATFORM ACCESS FEES ACTUALLY PAID BY YOU TO W&CO IN THE THREE (3) CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not allow the exclusion or limitation of certain damages. If applicable law does not allow the above limitations to apply to you, they shall apply to the maximum extent permitted by law.

Indemnification

You agree to indemnify, defend, and hold harmless W&CO, Blake Werner (Broker), and their respective officers, members, agents, employees, successors, and assigns from and against any and all third-party claims, actions, demands, investigations, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

Your access to or use of The Hub;

Your violation of any provision of these Terms or your Platform Access Agreement;

Your violation of any applicable law, regulation, MLS rule, or professional standard;

Any User Content you submit, upload, or transmit through The Hub;

Any dispute between you and a client, lead, or third party arising from your real estate activities; or

Your failure to comply with any email, telemarketing, or data privacy laws.

W&CO reserves the right to assume exclusive control of the defense of any matter subject to indemnification by you, at your expense, and you agree to cooperate fully with W&CO in such defense.

Governing Law

These User Agreement shall be governed by and construed in accordance with the laws of the State of Missouri, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

Any dispute, claim, or controversy arising out of or relating to these Terms or your use of The Hub shall be resolved exclusively in the state or federal courts located in Missouri. You hereby irrevocably consent to the personal jurisdiction of such courts and waive any objection to venue in such courts.

Any cause of action arising out of or related to these Terms or The Hub must be commenced within one (1) year after the cause of action accrues. Failure to bring a claim within this period shall permanently bar the claim.

General Provisions

14.1 ENTIRE AGREEMENT

These User Agreement, together with your executed Platform Access Agreement and W&CO's Privacy Policy, constitute the entire agreement between you and W&CO with respect to The Hub and supersede all prior agreements, representations, and understandings relating to the Platform.

14.2 AMENDMENTS

W&CO may update or modify these Terms at any time. For material changes, W&CO will provide at least fourteen (14) days' advance notice via email or platform notification. Continued use of The Hub after the effective date of any amended Terms constitutes your acceptance of the updated Terms.

14.3 SEVERABILITY

If any provision of these Terms is found by a court of competent jurisdiction to be invalid, unlawful, or unenforceable, that provision shall be severed from these Terms and the remaining provisions shall continue in full force and effect.

14.4 NO WAIVER

W&CO's failure to enforce any provision of these Terms on any occasion shall not constitute a waiver of that provision or any other provision, and shall not prevent W&CO from enforcing that provision on any future occasion.

14.5 ASSIGNMENT

You may not assign, transfer, or delegate any of your rights or obligations under these Terms without W&CO's prior written consent. W&CO may assign or transfer its rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.

14.6 NOTICES

W&CO may provide notices under these Terms via email to the address associated with your account, via in-platform notifications, or by any other reasonable means. Notices to W&CO must be sent to contact@wernercompany.com or to the address listed in Section 15.

14.7 RELATIONSHIP OF THE PARTIES

These Terms do not create any partnership, joint venture, employment, agency, or franchise relationship between you and W&CO. You are an independent contractor, and nothing in these Terms shall be construed to make you an employee or agent of W&CO.

14.8 LANGUAGE

These Terms were written in English. If translated into another language, the English version shall control in the event of any conflict.

Contact Information

Questions about this User Agreement or The Hub may be directed to WERNER & CO. by contacting support.