Terms of Service

You must be at least 18 years old and legally able to enter into a binding contract. By using the Service, you represent that you meet these requirements.

Middle Flips is a software tool for real estate wholesale professionals. It provides deal calculation, contract template generation, marketing packet creation, and distribution tools.

Middle Flips is NOT:

• A licensed real estate broker, agent, or salesperson
• A law firm or legal advisor
• A financial advisor or tax professional
• An escrow agent, title company, or lender

We provide tools. You are solely responsible for your transactions and decisions.

By using the Service, you agree that you will:

• Comply with all federal, state, and local laws applicable to your real estate activities, including any wholesaling, licensing, disclosure, advertising, and consumer protection laws in your jurisdiction
• Obtain any real estate license, registration, or certification required in states where you wholesale
• Have valid equitable interest (e.g., a signed purchase agreement) in any property you list, market, or share through the Service
• Disclose to all parties that you are a wholesaler and not the property owner
• Comply with the Fair Housing Act and prohibit any discrimination on the basis of race, color, national origin, religion, sex, familial status, or disability in any listing or communication created through the Service
• Provide accurate information in deals, listings, and contracts. You will not misrepresent ARV, repair costs, property condition, or any other material fact
• Comply with all third-party platform terms of service when distributing content (Facebook, X, WhatsApp, email providers, etc.)
• Comply with CAN-SPAM, TCPA, and similar laws when sending marketing messages
• Not use the Service to commit fraud, harassment, or any illegal act

The Service provides state-specific contract templates as a starting point. We do not draft, review, or certify these templates for your specific transaction.

You acknowledge that:

• Templates are not legal advice
• You should consult a licensed attorney in your state before signing any generated document
• Laws and required disclosures change frequently and we do not guarantee templates are up to date
• We are not liable for any consequences of using or relying on a template

You are responsible for keeping your account credentials secure. You must notify us immediately of any unauthorized access. You are responsible for all activity under your account.

You may not:

• Use the Service to violate any law or third-party right
• Post or distribute discriminatory, fraudulent, threatening, defamatory, or obscene content
• Misrepresent your relationship to a property (claim to be the owner when you are not, etc.)
• Scrape, reverse-engineer, or attempt to extract source code from the Service
• Resell, sublicense, or rebrand the Service without our written permission
• Use the Service to spam, harass, or stalk
• Use automated tools (bots, scrapers) to interact with the Service without permission

We may suspend or terminate your account, at our sole discretion, for any violation. We may also remove any content you post.

Middle Flips, the Middle Flips name, logo, and all software, design, and content provided by us are owned by Middle Key LLC and protected by intellectual property laws. You receive a limited, non-transferable, non-exclusive license to use the Service for your business purposes during your subscription.

Content you create (deal details, contracts, packets) belongs to you. By using the Service, you grant us a limited license to host, store, and display your content as needed to provide the Service to you.

When you publicly share a deal (via Dispo, share links, or otherwise), the content becomes publicly accessible. You represent that:

• You have the legal right to market the property
• The information you provide is accurate and not misleading
• You comply with all applicable disclosure laws
• You will promptly remove any listing if you no longer have authority to market the property

We may remove any publicly shared content at any time, with or without notice, for any reason or no reason.

The Service includes features that return buyer leads and contact information sourced from third-party data providers. You acknowledge and agree that:

• This data is provided "as is," may be inaccurate, incomplete, or out of date, and is not verified by us
• The data is not a "consumer report" and may not be used for any purpose covered by the Fair Credit Reporting Act (FCRA), including evaluating eligibility for credit, employment, insurance, housing, or tenancy
• You represent that you have a permissible purpose to access and use the data, and that you will comply with the Driver's Privacy Protection Act (DPPA), the Gramm-Leach-Bliley Act (GLBA), the FCRA, the Telephone Consumer Protection Act (TCPA), and all applicable Do-Not-Call and anti-spam laws before contacting anyone
• You are solely responsible for how you use the data, including scrubbing numbers and honoring opt-out requests
• You will not use the data to harass, stalk, or harm any person

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE IS ERROR-FREE, SECURE, OR UNINTERRUPTED, OR THAT ANY CALCULATIONS, TEMPLATES, OR DATA ARE ACCURATE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIDDLE KEY LLC AND ITS OWNERS, EMPLOYEES, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DEALS, OR LOST BUSINESS OPPORTUNITY.

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING FROM OR RELATED TO THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR $100, WHICHEVER IS GREATER.

You agree to defend, indemnify, and hold harmless Middle Key LLC, its owners, employees, and affiliates from any claim, loss, liability, demand, damage, or expense (including reasonable attorney fees) arising from or related to:

• Your use of the Service
• Your violation of these Terms
• Your violation of any law or third-party right (including any real estate, fair housing, advertising, or consumer protection law)
• Any content you create, post, or distribute through the Service
• Any transaction you negotiate, close, or attempt through the Service

You may stop using the Service at any time. We may suspend or terminate your account at any time, for any reason, with or without notice. Upon termination, your right to use the Service ends immediately. Sections that should survive termination (including liability limits, indemnification, and intellectual property) will survive.

We may update these Terms at any time. We will notify you of material changes by email or by posting a notice on the Service. Continued use of the Service after changes take effect constitutes acceptance.

These Terms are governed by the laws of the State of Wyoming, without regard to conflict of laws principles. You agree that any dispute arising from or related to the Service shall be brought exclusively in the state or federal courts located in Sheridan County, Wyoming, and you consent to personal jurisdiction in those courts.

For questions about these Terms, contact:

MIDDLE KEY LLC
30 N Gould St, #64638
Sheridan, Wyoming 82801
United States