Legal

Terms of Service

Last Updated: June 1, 2026

These Terms of Service ("Agreement") constitute a legally binding contract made between you, whether personally or on behalf of an entity or real estate brokerage ("User," "Subscriber," or "you") and Content Pass, LLC, an Ohio limited liability company, its parent company, REME Capital Holdings, and its affiliates, officers, directors, and employees (collectively, "Company," "we," "us," or "our").

By accessing our website, logging into our software application dashboard, purchasing a subscription, or participating in any production event hosted by the Company, you agree to be bound by all of these Terms of Service. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF SERVICE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICE AND YOU MUST DISCONTINUE USE IMMEDIATELY.

1. The Hybrid Service & Commercial Contract

1.1 Scope of Service. Content Pass, LLC provides a hybrid marketing subscription service consisting of:

(a) Access to a proprietary web-based social media content and media scheduling dashboard ("Software").
(b) A recurring monthly allocation of platform scheduling and booking credits ("Credits").
(c) Access to scheduled, structured, in-person video production and media filming events hosted at third-party properties secured by the Company ("Events").
(d) Post-production media editing, automated caption/hashtag generation, and automated social media publishing distribution ("Distribution").

1.2 Commercial & Professional Representation. The User expressly warrants that they are an actively licensed real estate agent, broker, or real estate marketing entity. You acknowledge and agree that this Agreement is a commercial, business-to-business contract and that consumer protection laws or consumer credit regulations governing personal, family, or household transactions do not apply to this Service.

2. Subscription Fees, Platform Credits, and Cancellations

2.1 Subscription-Specific Credit Rollover. Upon successful automated processing of monthly subscription fees, User accounts will be credited with a specific number of Credits as defined by their selected subscription tier. Credits possess no monetary cash value, are entirely non-transferable, cannot be redeemed for currency, and cannot be transferred between or merged into different user accounts. The expiration of Credits, including whether unused Credits roll over or expire at the conclusion of a billing cycle, is governed strictly by the specific subscription plan details purchased by the User. Any credit not utilized within the specific expiration window defined by the User's active plan tier is permanently forfeited.

2.2 Tier-Specific Booking Cancellations. To cancel or reschedule an Event booking time slot without forfeiting the associated Credit, the User must submit an official cancellation request either directly through the Software user interface or by explicitly contacting Content Pass customer support. The required timeframe window to successfully cancel or reschedule a booking without credit forfeiture is subject to, and determined entirely by, the User's specific subscription tier. Failure to cancel or reschedule a booking outside of the designated window defined in your specific plan details will result in the immediate and automated forfeiture of the Credit used to secure that booking.

3. On-Location Events, Late Policy, & Production Protocol

3.1 Strict Zero-Tolerance Late Policy. Events are highly coordinated, time-sensitive media production sessions executing back-to-back, strictly intervaled booking slots. Arriving late to a scheduled time slot by any margin whatsoever constitutes an immediate, automated forfeiture of the booking and the associated Credit.

3.2 Discretionary Accommodation Courtesy. If a User arrives late, the Company will make reasonable logistical efforts to fit the User into an open time slot later that day or at the absolute conclusion of the Event. However, any such accommodation is a pure discretionary courtesy extended by on-site production staff, not a contractual right. The Company guarantees no alternative slots, and a failure to accommodate a late user shall not entitle the User to a refund, subscription pause, or credit replacement.

3.3 The Standardized Production Protocol. To maintain highly cost-effective subscription pricing and predictable event schedules, all video production sessions adhere strictly to a standardized protocol: The filming of exactly one (1) introduction to a b-roll video of the venue location, and the User's verbal delivery of exactly one (1) chosen menu item prompt.

3.4 Event Sponsor Attendee Data Disclosure. Some Events are co-sponsored by a paid third-party sponsor ("Sponsor"). By booking a time slot at a sponsored Event, you expressly acknowledge and consent to the Company sharing your name and email address with that Sponsor as part of the sponsorship relationship. This disclosure is a standard and non-negotiable term of attending any sponsored Event and is described further in our Privacy Policy. The Sponsor is an independent party and is solely responsible for its use of your information. Attendance at a non-sponsored Event is not subject to any such disclosure.

3.5 Absolute Ban on Customization & JPG Media Separation. No custom scripts, unique camera scene setups, specialized individual lighting setups, props, or individualized video structures are permitted during Content Pass Events. If a User requires customized video production, bespoke scripting, branding alignments, or tailored marketing assets, such services must be negotiated and booked independently outside of this subscription through our corporate partner brand, JPG Media. No subscription credits, monies paid, or account balances held with Content Pass, LLC can be transferred, applied, credited, or offset against services rendered by JPG Media.

4. Content Creation, Editing, and the 5-Day Review Gate

4.1 The Q&A Prompt Format (No Teleprompters). The Company does not utilize or provide teleprompters at Events. The Company provides conceptual prompts and interview questions designed to elicit authentic responses. The User must rely completely on their own words, professional language, and industry expertise while on camera. The Company assumes zero responsibility for the verbal performance, articulation, or physical delivery of the User.

4.2 Review Window & Deemed Approved Clause. Upon completion of post-production editing, the Company will upload the edited video file, draft captions, and hashtags to the Software dashboard for User review. The User has exactly five (5) business days from the digital timestamp of the upload to either (a) approve the asset for distribution or (b) request a modification. If the User fails to either approve or request a revision within the five (5) business day window, the content shall be contractually "Deemed Approved" by the User. The Company reserves the immediate right to place the video into the automated distribution queue or archive the project to clear server production capacity.

4.3 Revision Hard-Caps and Fees. The subscription credit includes exactly one (1) round of basic post-production revisions (limited strictly to minor editorial cuts, text typo corrections in captions, or basic graphic adjustments) at no additional charge. Any additional revision requests beyond the first round will incur a mandatory, non-refundable fee of ninety-nine dollars ($99.00) per revision round, which must be successfully billed prior to editing execution.

4.4 No Physical Reshoots. Due to the fixed nature of localized venue rentals, equipment transport, and production scheduling, physical reshoots of event footage are contractually impossible and will not be granted under any circumstances.

4.5 Asset Download & 60-Day Storage Limit. Upon final approval (or upon a video being contractually "Deemed Approved" under Section 4.2), the User is granted full access within the Software platform to download the finalized, edited video file for their own permanent archiving. The Company guarantees the hosting, storage, and availability of the finalized video product on its platform for exactly sixty (60) days from the original approval date. It is the sole and absolute responsibility of the User to download and back up their final videos within this 60-day window.

4.6 Non-Uniform Archive Discretion. If Content Pass, LLC chooses, in its sole operational discretion, to keep certain files accessible or cached on the platform for longer than sixty (60) days, this administrative delay in asset deletion does not alter, extend, or waive the 60-day contractual storage limitation. The Company maintains no ongoing obligation to preserve expired assets and shall not be held liable if certain historical videos are permanently purged from the system after 60 days while others happen to remain temporarily visible.

5. Real Estate Compliance, Advertising Laws, and Intellectual Property Air-Gaps

5.1 Sole Legal and Regulatory Responsibility. The User acknowledges that the real estate industry is heavily regulated by state licensing boards (including the Ohio Department of Commerce Division of Real Estate and Professional Licensing), the National Association of Realtors (NAR), federal and state Fair Housing laws, and financial regulatory authorities. The User maintains sole, absolute, and un-delegable responsibility for ensuring that everything they say on camera, and the final approved version of the video, captions, and tags, is fully legal, accurate, truthful, and compliant with all local, state, federal, and industry-specific regulations.

5.2 Promotional Prompts Disclaimer. Any prompt, idea, question, sample script, or template provided by the Company is for creative inspiration and structural flow purposes only. It does not constitute legal, financial, architectural, or professional real estate marketing advice.

5.3 Brokerage Branding & Advertising Compliance. State laws strictly dictate how real estate teams and licensed brokerages must display name recognition in advertisements (including digital and social media video marketing). Content Pass, LLC is completely exempt from knowing, reviewing, or implementing state-specific real estate advertising laws or individual corporate brokerage branding guidelines. The User is solely responsible for ensuring the final video visually displays their brokerage's required regulatory disclosures, logos, and licensing data.

5.4 Property Marketing Warranties. If a User utilizes an Event to market, describe, or showcase a specific real property listing, the User warrants that they possess a valid listing agreement, explicit broker authorization, or the appropriate legal permissions required to publicly market that property.

5.5 Incidental Background Intellectual Property Release. Events take place in real-world commercial and residential venues. Content Pass, LLC is not responsible for any trademarked logos, copyrighted artwork, proprietary architectural designs, or private consumer information that may be naturally visible or audible in the background of a venue during filming. It is the User's sole responsibility to scan their immediate surroundings during production and ensure their background choices do not violate third-party intellectual property, privacy rights, or non-disclosure restrictions.

5.6 Full Liability Release Upon Approval. Hitting "Approve" via the Software platform — or allowing a video to be "Deemed Approved" through silence under Section 4.2 — constitutes a total, complete, and irrevocable release of Content Pass, LLC and REME Capital Holdings from any liability regarding the content, captions, formatting, or legal compliance of that post.

6. Intellectual Property & Right of Publicity

6.1 Raw Footage Ownership. Content Pass, LLC retains 100% sole and exclusive ownership, title, copyright, and interest in and to all raw footage, unedited audio tracks, b-roll, outtakes, and raw digital source assets captured during any Event. The Company is under no obligation to deliver, share, transfer, or store raw files for the User.

6.2 Final Deliverable License. Upon successful processing of payment and final approval of an edited video, the Company grants the User a perpetual, royalty-free, non-exclusive, worldwide license to use, publish, and distribute the finalized, edited video file for their own professional real estate marketing purposes.

6.3 Company Promotion Rights. The User hereby grants Content Pass, LLC and REME Capital Holdings an irrevocable, perpetual, royalty-free, worldwide license to use the User's professional name, image, likeness, voice, and any final edited video produced under this agreement within the Company's own corporate marketing materials, social media profiles, digital portfolios, websites, and case studies.

6.4 Commercially Licensed Assets Only. The Company only integrates royalty-free, commercially licensed background audio tracks, graphic overlays, and stock transitions into the final product. If the User extracts the final deliverable from the Software platform and attaches trending copyright audio tracks, unlicensed songs, or protected third-party material via native social media applications, the User assumes 100% of the copyright infringement risk, platform copyright strikes, and statutory damage penalties.

7. Software Integration, Third-Party APIs, and Algorithmic Liability

7.1 Reliance on Third-Party Social Networks. The Software relies entirely on application programming interfaces (APIs) provided by third-party platforms (including but not limited to Meta/Instagram, ByteDance/TikTok, and Google/YouTube). The Company assumes zero liability for platform outages, API structural changes, algorithm reach drops, shadowbans, profile flags, automated security blockouts, or permanent account suspensions issued by social networks resulting from the use of automated scheduling and posting software.

7.2 Security Tokens & Cyber Risks. The Company utilizes encryption to store secure third-party connection tokens for your social media channels. However, the User acknowledges that no digital platform or internet-based transmission is entirely secure. The User assumes all risks associated with hacking, data breaches, phishing, or accidental disclosure of data. Except in cases of the Company's gross negligence or willful misconduct, the User agrees to hold the Company entirely harmless from any claims, losses, or damages arising from unauthorized access to, or exposure of, their social media tokens, account credentials, or personal data stored within the platform.

Disclaimer of Warranties

THE SERVICE, SOFTWARE, AND DASHBOARD ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS THAT THE SERVICE OR SOFTWARE WILL BE SECURE, UNINTERRUPTED, ERROR-FREE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED. COMPANY DOES NOT GUARANTEE THAT SECURE TOKENS, USER DATA, OR PRIVATE COMMUNICATIONS WILL BE IMMUNE FROM UNAUTHORIZED ACCESS, HACKING, OR ACCIDENTAL EXPOSURE.

8. Indemnification & Liability Limits

8.1 Indemnification. The User agrees to defend, indemnify, and hold harmless Content Pass, LLC, REME Capital Holdings, and their respective officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, debt, and expenses (including but not limited to attorney's fees) arising directly or indirectly from:

(a) Any regulatory fine, license suspension, consumer lawsuit, NAR disciplinary action, or state enforcement action resulting from content published through the Service;
(b) Any breach of real estate advertising, copyright laws, or Fair Housing laws by the User;
(c) Any physical property damage or personal injury caused entirely or partially by the User while attending an on-location Event; and
(d) Any unauthorized third-party individuals or guests brought to an Event by the User who lack an executed media release; and
(e) Any unauthorized access, data breach, or security incident resulting from the User's failure to maintain the confidentiality of their dashboard login credentials, or the compromise of the User's local hardware, email accounts, or third-party social media profiles.

8.2 Cap on Liability. In no event shall Content Pass, LLC or REME Capital Holdings be liable to the User for any indirect, incidental, special, punitive, or consequential damages exceeding the total amount paid by the User to the Company in the three (3) months immediately preceding the claim.

9. Governing Law and Jurisdiction

This Agreement and any dispute or claim arising out of or in connection with it shall be governed by and construed in accordance with the internal laws of the State of Ohio, without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or relating to this Agreement shall be instituted exclusively in the federal or state courts located within the State of Ohio, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

Contact

Questions about these Terms? Contact us at legal@contentpass.studio or by mail at:

Content Pass, LLC
A subsidiary of REME Capital Holdings
Attn: Legal
Ohio