1. Access and Registration. If you open an Account at HVEDC.com, you accept responsibility for all activities that occur under your Account or password, and agree not to sell, transfer or assign your Account or any Account rights. We reserve the right to terminate your Account if individuals other than yourself access HVEDC.com using any single user name or password. You are responsible for maintaining the confidentiality of your user name and password and for restricting access to your computer so others may not access HVEDC.com using your name in whole or in part without our permission. If you believe someone has accessed HVEDC.com using your user name and password without your authorization, e-mail us immediately at the address listed below.

2. Customer Listing, Password, and Security. Customers may create a user name (your e-mail) and password. In addition, Customers that list their properties on HVEDC.com as sellers are assigned a listing number that operates as a user name. Customers are responsible for maintaining the confidentiality of their user names, listing numbers, and passwords. You, as a Customer, are solely responsible for all activities that occur under your user name, listing number, and password. As a Customer, you agree to immediately notify us of any unauthorized use of your user name, listing number and/or password or any other breach of security related to the Services. WE CANNOT AND WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO ADEQUATELY SAFEGUARD YOUR USER NAME, LISTING NUMBER, AND/OR PASSWORD, OR TO OTHERWISE COMPLY WITH THIS SECTION. You, as Customer, agree that we may terminate your Account if it remains inactive for a period of one (1) year.

3. Customer Responsibilities. In providing us with information during the registration process, you agree to provide true, accurate, current and complete information as prompted and to maintain and update such information to keep it true, accurate, current and complete at all times. If any information you provide is untrue, inaccurate, not current or incomplete, or if we reasonably believe so, we may suspend or terminate your access to and use of the Services, and refuse to provide any current or future Services to you. You acknowledge that you are over 18 years of age or otherwise are of legal age to form a binding contract. You are solely responsible for all acts or omissions that occur under your listing number or password, including the accuracy and completeness of all content that you (or anyone using your Account) submit, post or transmit through the Services. You agree and acknowledge that your use of the Web site and Services is to advertise your own property on HVEDC.com.  Other than providing links to your property, YOU MAY NOT INCLUDE A LINK TO ANY WEBSITE IN YOUR LISTING. IF YOU VIOLATE OR FAIL TO COMPLY WITH THIS SECTION 3, YOU AGREE TO COMPENSATE HVEDC FOR LIQUIDATED DAMAGES IN THE AMOUNT OF $10,000.

4. Customer Responsibilities Concerning Property Listings.

5. Third-Party Services. Any dealings or communications you have through HVEDC.com with any party other than HVEDC.com are solely between you and that third party.  YOU UNDERSTAND, ACKNOWLEGE, AND AGREE THAT, UNDER NO CIRCUMSTANCES, WILL HVEDC HAVE ANY LIABILITY RELATED TO ANY GOODS, SERVICES, RESOURCES OR CONTENT AVAILABLE THROUGH SUCH THIRD-PARTY DEALINGS OR COMMUNICATIONS OR FOR ANY INFORMATION THAT YOU PROVIDE TO THIRD PARTIES OR FOR ANY HARM RELATED THERETO.

6. Consent to E-mail Communications from HVEDC From time to time, we will send you e-mail announcements or correspondence on new featured properties, news and opportunities in the Hudson Valley. BY USING, OR ENJOYING THE SERVICES ON HVEDC.com, YOU EXPRESSLY CONSENT AND OPT-IN TO RECEIVING E-MAIL FROM HVEDC.com.

7. User-Provided Information and Content. By providing information to, communicating with, and/or placing material on, HVEDC.com, including for example communication during registration, posting any listing or other content (including without limitation written, graphical or video content), you represent and warrant: (1) you own or otherwise have all necessary rights to the content you provide and the rights to use it as provided in these Terms of Service; (2) all information you provide is true, accurate, current and complete, and does not violate these Terms of Service; (3) the content will not cause injury to any person or entity; and (4) if you post a property listing that you are the owner of the property and have all necessary rights, title, and interests in such property to list the property for sale. Using a name other than your own legal name is prohibited.

For all such information and material, you grant HVEDC its affiliates and related entities a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, copy, modify, display, archive, store, distribute, reproduce and create derivative works from such information, in any form, media, software or technology of any kind now existing or developed in the future. Without limiting the generality of the previous sentence, you authorize us to share the information across all affiliated Web sites, to include the information in a searchable format accessible by users of HVEDC.com, other HVEDC.com Web sites, as well as third-party web sites, and to use your name and any other information in connection with its use of the material you provide. You also grant HVEDC the right to use any material, information, ideas, concepts, know-how or techniques contained in any communication you send to us for any purpose whatsoever, including but not limited to marketing the Hudson Valley using such information. All rights in this paragraph are granted without the need for additional compensation of any sort to you.

Please note HVEDC.com does not accept unsolicited materials or ideas for use or publication, and is not responsible for the similarity of any of its content or programming in any media to materials or ideas transmitted to HVEDC.com. Should you send any unsolicited materials or ideas, you do so with the understanding no additional consideration of any sort will be provided to you, and you are waiving any claim against HVEDC and its affiliates regarding the use of such materials and ideas, even if material or an idea is used that is substantially similar to the idea you sent.

8. Termination. You understand, acknowledge, and agree that we, in our sole discretion, may terminate your password, account (or any part thereof) or access to and use of the Services, and remove and discard any information posted by you on or through the Services, for any reason or no reason, with or without notice and effective immediately, including, without limitation, if we believe that you have violated or acted inconsistently with the letter or spirit of the Terms. You acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Services if you have breached violated or acted inconsistently with the Terms. YOU UNDERSTAND, ACKNOWLEDGE, AND AGREE THAT WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY TERMINATION OF YOUR PASSWORD, ACCOUNT, ACCESS TO, OR USE OF THE SERVICES PURSUANT TO THIS SECTION. You may discontinue your participation in and access to the Services at any time, subject to the other provisions of these Terms.

9. Disclaimers and Limitation of Liability. While HVEDC uses reasonable efforts to include accurate and up-to-date information, we make no warranties or representations as to the accuracy of the data or information available on the Web site and assume no liability or responsibility for any error or omission in the such data or information. HVEDC DOES NOT REPRESENT OR WARRANT THAT USE OF THE SERVICES WILL NOT INFRINGE RIGHTS OF THIRD PARTIES. HVEDC has no responsibility for actions of third parties or for information provided or posted by others.

USE OF HVEDC.com IS AT YOUR OWN RISK. ALL SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." NEITHER HVEDC.com, NOR ANY OF THEIR AFFILIATED OR RELATED COMPANIES, NOR ANY OF THE EMPLOYEES, AGENTS, CONTENT PROVIDERS, SERVICE PROVIDERS, OR LICENSORS OF ANY OF THEM, MAKES ANY WARRANTY OF ANY KIND REGARDING HVEDC.com AND/OR THE CONTENT CONTAINED THEREIN; THE SERVICES; ANY ADVERTISING MATERIAL, INFORMATION, OR CONTENT; THIRD-PARTY REAL ESTATE BROKERAGE SERVICES; PRODUCTS OR SERVICES AVAILABLE ON OR THROUGH HVEDC.com; AND/OR THE RESULTS THAT MAY BE OBTAINED FROM USING HVEDC.com OR THE SERVICES. ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES AGAINST INFRINGEMENT, AND WARRANTIES HVEDC.com WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, ARE SPECIFICALLY DISCLAIMED. HVEDC AND ITS AFFILIATES AND RELATED COMPANIES ARE NOT RESPONSIBLE OR LIABLE FOR CONTENT POSTED BY THIRD PARTIES, ACTIONS OF ANY THIRD PARTY, OR FOR ANY DAMAGE TO, OR VIRUS THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES, SO CERTAIN OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. To the extent that we may not disclaim implied warranties as a matter of applicable law, the scope and duration of such warrant shall be the minimum required under such application law.

HVEDC.com CONTAINS FACTS, VIEWS, OPINIONS, STATEMENTS AND RECOMMENDATIONS OF THIRD PARTY INDIVIDUALS AND ORGANIZATIONS. HVEDC DOES NOT REPRESENT OR ENDORSE THE ACCURACY, CURRENTNESS OR RELIABILITY OF ANY ADVICE, OPINION, STATEMENT OR OTHER INFORMATION DISPLAYED, UPLOADED OR DISTRIBUTED THROUGH HVEDC ANY RELIANCE UPON ANY SUCH OPINION, ADVICE, STATEMENT OR INFORMATION IS AT YOUR SOLE RISK.

IN NO EVENT SHALL HVEDC.com, CORP. OR ITS AFFILIATES, EMPLOYEES, AGENTS, CONTENT PROVIDERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES INCLUDING, WITHOUT LIMITATION, DAMAGES RELATED TO LOSS OF DATA, LOSS OF GOOD WILL, PROFITS, OR COMMERCIAL OPPORTUNITIES; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; THE SERVICES OR ANY ERRORS OR OMISSIONS IN THE SERVICES OR RELATED CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL HVEDC OR ITS AFFILIATES, RELATED COMPANIES, EMPLOYEES, AGENTS, CONTENT PROVIDERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY AMOUNT FOR DIRECT DAMAGES IN EXCESS OF $100. IN NO EVENT SHALL HVEDC OR ITS AFFILIATES, EMPLOYEES, AGENTS, CONTENT PROVIDERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY DIRECT DAMAGES AFTER YOUR ACCOUNT REMAINS INACTIVE FOR A PERIOD OF ONE (1) YEAR.

10. Indemnity. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS, HVEDC, ITS PARENT AND AFFILIATED COMPANIES, AND EACH OF THEIR RESPECTIVE PARTNERS, SUPPLIERS, LICENSORS, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS AND AGENTS, FROM ANY AND ALL CLAIMS (INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR DEFAMATION, TRADE DISPARAGEMENT, PRIVACY, INTERFERENCE OF CONTRACT AND INTELLECTUAL PROPERTY INFRINGEMENT) AND DAMAGES (INCLUDING ATTORNEYS' FEES AND COURT COSTS) ARISING FROM OR RELATING TO ANY ALLEGATION REGARDING: (1) YOUR USE OF HVEDC.com; (2) HVEDC’S USE OF ANY CONTENT OR INFORMATION YOU PROVIDE, AS LONG AS SUCH USE IS NOT INCONSISTENT WITH THIS AGREEMENT; (3) INFORMATION OR MATERIAL POSTED OR TRANSMITTED THROUGH YOUR MEMBERSHIP ACCOUNT, EVEN IF NOT POSTED BY YOU; AND, (4) ANY VIOLATION OF THIS AGREEMENT, THESE TERMS, OR THE TERMS OF SERVICE BY YOU.

11. Dispute Resolution. Any claim or controversy arising out of or relating to these Terms, to the goods or Services provided by us or our affiliates, or to any acts or omissions for which you may contend we are liable in connection with these Terms, including but not limited to any claim or controversy made by a Customer ("Dispute"), shall be finally, and exclusively, settled by arbitration. The arbitration shall be held before one arbitrator under the commercial arbitration rules of the American Arbitration Association ("AAA") in force at that time. The arbitrator shall be selected pursuant to the AAA rules. Should no AAA rule regarding the selection of an arbitrator be in effect, you shall select an arbitrator from a panel of arbitrators acceptable to and chosen by HVEDC. from AAA's pool of arbitrators. In any arbitration, HVEDC will pay the filing fee, plus the costs associated with the arbitrator for the first day of arbitration, with the remaining costs of arbitration paid by the non-prevailing party. To begin the arbitration process, a party must make a written demand and serve such demand on the other party within one (1) year of when the claim or controversy first accrued. Any judgment upon the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The arbitrator shall not have the power to award damages in connection with any Dispute in excess of actual compensatory damages and shall not multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto. Moreover, the arbitrator must abide by all these Terms and shall not have the power to reform or alter these Terms. The agreement to arbitrate shall not be construed as an agreement to the joinder or consolidation of arbitration under this Agreement with arbitration of disputes or claims of any non-party, regardless of the nature of the issues or disputes involved. THE TERMS AND THIS AGREEMENT PROVIDE THAT ALL DISPUTES BETWEEN YOU AND HVEDC WILL BE RESOLVED BY BINDING ARBITRATION. ACCORDINGLY, YOU GIVE UP AND WAIVE YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS OR HAVE YOUR DISPUTE HEARD BY A JURY. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. YOUR RIGHTS WILL BE DETERMINED BY AN ARBITRATOR AND NOT A JUDGE OR JURY.

12. Limitations Period. YOU AGREE THAT ANY CLAIM, CONTRIOVERSY, OR DISPUTE WITH HVEDC OR ITS AFFIATES OR RELATED COMPANIES MUST BE BROUGHT WITHIN ONE (1) YEAR OF WHEN THE CLAIM, CONTROVERSY, OR DISPUTE AROSE OR FIRST ACCRUED, OR SUCH CLAIM, CONTROVERSY, OR DISPUTE WILL BE FOREVER BARRED.

13. Additional Terms; Modifications to the Terms. We may change the Terms from time to time without prior notification to you. Each time you access the Web site, you will be governed by the Terms then present on the Web site and in effect. IF YOU OBJECT TO ANY SUCH CHANGES, YOUR SOLE RECOURSE SHALL BE TO CEASE USING THE SERVICES. CONTINUED USE OF THE SERVICES FOLLOWING ANY SUCH CHANGES SHALL INDICATE YOUR ACKNOWLEDGEMENT OF SUCH CHANGES AND AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF SUCH CHANGES, WITHOUT LIMITATION OR QUALIFICATION. In addition, when using particular portions of the Services, you will be governed by additional terms which will appear when accessing such Services. All such additional terms are herein incorporated by reference. In the event of a conflict between such additional terms and these Terms, such additional terms shall govern when you access such Services.

14. Modifications to the Services. We reserve the right to modify or temporarily discontinue the Services (or any part thereof) or to permanently discontinue operation of the Web site with or without notice to you. Modification of the Services can include, but is not limited to, any change to the Web site or content contained therein, changes to the administrative tools or functionality of the Web site, modification of the "look and feel" of the Web site, changes to the format of a property listing or any other part of the Web site, and the inclusion of advertising links in association with a property listing or other content available on the Web site. Temporary discontinuance of the Services could be for a variety of reasons, including without limitation technical issues that require or result in short-term Service outages. We shall not be liable to you or any third party if we exercise our right to modify or temporarily discontinue the Services or permanently discontinue operation of the Web site. IF YOU OBJECT TO ANY MODIFICATIONS TO THE SERVICES, YOUR SOLE AND EXCLUSIVE RECOURSE SHALL BE TO CEASE USING THE SERVICES. CONTINUED USE OF THE SERVICES FOLLOWING NOTICE OF AND/OR POSTING AS PART OF THESE TERMS OF ANY SUCH MODIFICATIONS SHALL INDICATE YOUR ACKNOWLEDGEMENT OF SUCH MODIFICATIONS AND SATISFACTION WITH THE SERVICES AS SO MODIFIED.

15. Terms of Service and Privacy Policy. The Terms of Service for HVEDC.com are hereby incorporated by reference into these Terms, and your agreement to these Terms means that you also expressly agree to be bound by the Terms of for HVEDC.com. For Customers, in the event of a conflict between these Terms, on the one hand, and the Terms of Service, on the other, these Terms shall take precedence.

16. Miscellaneous. The Terms constitute the entire, exclusive, and final statement of the agreement between you and HVEDC with respect to the subject matter herein and supersede all prior agreements or negotiations with respect to the subject matter herein. If for any reason any provision of this Agreement is found unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the parties as reflected in that provision, and the remainder of the Agreement shall continue in full force and effect. Any failure of HVEDC to enforce or exercise any provision of this Agreement or related right shall not constitute a waiver of that right or provision. The Section and Sub-section headings used in this Agreement are purely for convenience and effect are for illustrative purposes only. In the event of termination of this Agreement for any reason, you agree the following provisions will survive: the provisions regarding limitations on your use of Services, any license(s) you have granted to HVEDC any provisions concerning indemnification and/or disclaimers or limitation of liability, and all other provisions for which survival is equitable or appropriate.

17. Services Provided by Third Parties. We are not responsible or liable for any products or services obtained by or through any other party. The materials displayed on this site relating to services provided by any other party are advertisements and do not constitute an offer or promise to make a loan or provide any other service by us. There is no endorsement by us of any other party or the products and services made available by or through any other web site.

18.  Severability of Agreement.  Shall any court find any paragraph or clause in this contract to be null and void it shall not nullify the entire agreement.