This Agreement (the "AGREEMENT") is entered into as of October 4, 2000 by and between
realestateespanol.com, Inc., a Delaware corporation ("REE"), and the National Association of Hispanic Real
Estate Professionals ("NAHREP").
A. REE has developed an Internet website, currently located on the Internet at www.realestateespanol.com,
which enables customers to search for property listings and real estate agents, and to apply for mortgage loans
from companies offering their products and services through REE (the "REE SITE"). In addition, REE offers the
same or similar products on corporate Internet sites and co-branded sites, including but not limited to Web
portals, which it will develop from time to time with the cooperation and agreement of various business
B. NAHREP is a non-profit trade association representing the interests of Hispanic real estate professionals.
C. NAHREP desires to provide its members with access to Freddie Mac's Loan Prospector (the "LOAN
PROSPECTOR CONTENT") service via the REE Site as part of an effort to bring the benefits of technology to
mortgage origination for low- and moderate-income Hispanic and Latino borrowers ("Hispanic Community
D. To implement the Hispanic Community Technology Initiative, REE and NAHREP have entered into a
Memorandum of Understanding (the "MOU") with the National Council of La Raza ("NCLR") and Freddie Mac.
NOW, THEREFORE, for and in consideration of the mutual covenants and agreements contained herein, and for
other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties
hereto agree as follows:
1. REE OBLIGATIONS.
1.1. REE will host, control and maintain the REE Site and shall host the Freddie Mac technology tools necessary
to sponsor the Loan Prospector Content on the REE Site. All content on the REE Site other than the Loan
Prospector Content shall constitute the "REE CONTENT."
1.2. Within 1