1. Overview.

The terms and conditions of this Agreement govern your participation in the Mesa Homeowners Membership Program ("Program") offered by LaylaTex Holdings Inc. ("Mesa"). By participating, you agree to the Mesa App Terms, Website Terms, and Privacy Policy. You accept the terms of this Agreement when you earn or redeem Points, when you successfully enroll in the Program, or when you otherwise participate in the Program. This Agreement replaces any previous versions of terms and conditions governing the Program applicable to your Account. From time to time, we may give you additional terms and conditions associated with the Program. They'll be considered part of this Agreement. The Program is void where prohibited by law.

2. Definitions.

In this document, the following words have the special meanings below:

“Mesa”, “Company”, “we” or “our” shall mean LaylaTex Holdings Inc., the sponsor of the Mesa Homeowners Membership;
“Program” shall mean the Mesa Homeowners Membership;
“Agreement” or “Program Rules” shall refer to the Mesa Homeowners Membership terms and conditions, along with any other rules, terms, regulations and policies and procedures that Mesa may issue in writing in conjunction with the Program, which shall, in Mesa’s discretion, be incorporated therein by reference hereto;
“Member”, “Mesa Member”, “you” or “your” shall mean the person who elects to earn Points by enrolling in the Mesa Homeowners Membership, and who is responsible for the Program Membership Account and compliance with this Agreement;
“Points” shall mean points earned by Members through participation in the Program;
“Membership Account” or “Account” shall mean the Account through which the Member participates in the Program;
Mortgage Loan” means, for purposes of earning Points in the rewards program, a loan (other than temporary financing, such as a construction loan) that is secured by a first or subordinate lien on residential real property improved by a structure with one to four dwelling units, which residential real property serves as your principal residence, second home or investment property. A Mortgage Loan includes a refinancing of any secured loan on residential real property.
“Mesa App” or “App” shall mean the user software application that may be used with the Program, which may be downloaded from the Apple App Store;
“Website” shall mean the Mesa Website, at www.mesamember.com;
“Inactive Account” means a Membership Account for which there has been no activity for 18 months. Activity for the purposes this definition means i) Points earned and posted to your Account or ii) Points redeemed by you.
“Points” are points that may be earned under the Program and redeemed for certain rewards as provided under this Agreement and other Program rules as established by Mesa from time to time; including Promotional Points (as defined below)
“Expiration” shall mean the expiration of your Points after eighteen (18) months of Account inactivity, as discussed in more detail in Section 8 of this Agreement, titled “How You Could Lose Your Points/Point Expiration”

3. Eligibility.

The Program is offered only to legal residents of the fifty (50) United States and the District of Columbia who are at least eighteen (18) years of age or older or have reached the age of majority in their jurisdiction of legal residence at the time of participation. Only natural persons are eligible to participate in the Program, and there may be only one Membership per person. Non-natural persons such as corporations, partnerships and other entities are not eligible to enroll. You must be legally competent to enter into contracts to participate in the Program. Mesa reserves the right to limit the number of Members in the Program. If you are ineligible to participate, you are prohibited from accessing, using, and registering for the Program.

4. Changes to This Agreement.

Mesa may change the Program and its terms at any time. Changes may include how you earn or use Points, additional terms, revised terms, restrictions, and Program termination. Notice of significant changes will be given 30 days in advance and will be communicated via email or through the Mesa App or Website. Other changes will be posted online. Your continued participation in the Program after implementation of this Agreement signifies your acceptance of such changes.

5. How You Can Earn Points.

Mesa Mortgage Membership Marketplace Loans

If, through the Mesa App, you express an interest in obtaining a Mortgage Loan, and you obtain a Mortgage Loan from one of the mortgage companies in Mesa’s marketplace of lenders and brokers, you will earn, upon the closing and funding of such Mortgage Loan, 1 Point per $1 of the original principal amount of the Mortgage Loan, as shown on the face of the promissory note for such Mortgage Loan. By creating a Membership Account and clicking the submit button on the marketplace inquiry page, you agree that at your direction the identified mortgage company will be receiving your name, address, and phone number and that you are requesting to be contacted by them to discuss mortgage products, and all information or data the mortgage company obtains in connection with any Mortgage Loan application, including the status of your loan application and the timing of the closing and funding of the loan, for its use in connection with any legitimate business purpose, may be shared with Mesa in connection with Points earned under the the rewards program. This authorization serves as consent to the sharing of such information or data under the Gramm-Leach-Bliley Act (“GLBA”) pursuant to 15 U.S.C. § 6802(e), as implemented by 12 C.F.R. § 1016.15, the TCPA, Telephone Consumer Protection Act, and any other applicable federal or state law. If you would like to opt out of this authorization for the sharing of data between Mesa and such mortgage company and not receive such Points, as described in this paragraph, please contact us by email at: support@mesamember.com. If you live in California, you may opt out of any data storage and data sharing described herein in accordance with the provisions of the California Consumer Privacy Act (CCPA) and the California Privacy Rights Act (CPRA), and in that instance all of your personal information including your registered account as a user shall be deleted.
Points earned on a Mortgage Loan will be posted to your Account within 30 days of the closing and funding of your Mortgage Loan.
You may earn Points on up to five (5) Mortgage Loans.
Explain Mesa is not a bank, mortgage lender, or mortgage broker. Use of the Mesa App is not to be construed as taking a loan application, committing to making a loan, or offering financing. Mesa has no involvement in reviewing, underwriting, approving or closing any mortgage loan. Lenders listed in the Marketplace pay an advertising fee for doing so, and any business which you may conduct with them is solely between you and your chosen lender. Mesa’s sole interest in the marketplace is to offer users access to Points in its rewards program. Mesa makes no representations or warranties, express or implied, regarding a user’s qualification for any mortgage financing.
Mesa shall not be liable for any dispute between a user and any participant offering benefits in exchange for Points in the rewards program. The participating retailers and service providers shown in the App are solely responsible for their programs, and the participants, the benefits offered, and the terms and conditions they set on redeeming Points may change at any time, vary among Participants, and are not managed, supervised or controlled in any way by Mesa

6. Ways to Earn Promotional Points.

We may offer you additional ways to earn Points through the Program or with third-party partners, such as through special promotional offers (“Promotional Offers” or “Offers”). Points earned through Promotional Offers shall be referred to as “Promotional Points.” Applicable details and any additional terms and conditions will be shared at the time Promotional Points become available. The additional terms for those Offers are incorporated by reference herein as part of this Agreement, and your continued participation in the Program signifies your acceptance of such additional terms. Taking advantage of Offers is optional and such Offers may be subject to any such third party’s additional terms and conditions that are outside of Mesa’s control. Mesa is not liable for the actions of those parties and their implementation of such additional terms and conditions. It is the Member’s responsibility to read carefully and comply with any terms and conditions imposed in connection with any Offer.
Your total Points earned will be reflected on the Mesa App.
We may, from time to time, provide additional ways for you to see Points you’ve earned, such as through email or at mesamember.com.

7. How You Can Use Your Points.

Points can be redeemed for rewards within the Mesa App. Additional ways to use Points may be provided. Minimum and maximum redemption amounts apply. We’ll let you know about any minimum or maximum amounts, as well as any additional terms and conditions, before you use your Points. Once Points are used, transactions are final. Applicable taxes, fees, surcharges, and shipping and handling charges are your responsibility. We will let you know when these charges apply. Mesa is not responsible for lost, stolen, or damaged redemption items including promo codes, tickets or gift cards or for a merchant's failure to honor them.

8. How You Could Lose Your Points/Point Expiration.

Your Points do not expire as long as your Membership Account is open and active, however, you will immediately lose all your Points if your Account becomes an Inactive Account, or your Account is closed, for any of the following reasons:
you fail to comply with this or other agreements you have with Mesa;
you file for bankruptcy;
we believe that you have engaged in fraudulent activity related to your Account or the Program;
we believe that you have misused the Program in any way, for example:
by the unauthorized buying or selling of Points, unless expressly authorized through the Mesa App;
by moving or transferring Points to an ineligible third party or account;
by repeatedly opening or otherwise maintaining Accounts for the purpose of generating Points or rewards.
Upon cancellation of your Membership Account for any reason, you will lose all Points immediately, regardless of when or how they were acquired.
As a general matter, Mesa will not reinstate lost Points. We may at our sole discretion, decide to do so, for example in the event of a system error.

9. Negative Points Balance.

If Points deducted exceed Points available this may result in a negative Points balance. If you have a negative Points balance in your Account, any Points you subsequently receive will be applied first to reduce the negative balance. You will not be able to use Points until your balance becomes positive.

10. Termination/Cancellation.

The Program may be terminated by Mesa with 30 days' notice. Members will have 30 days to use Points if the Program is canceled. Points are lost upon Account cancellation. If you wish to cancel your participation in the Program, you may contact our customer service team at support@mesamember.com.

11. Communications.

Notwithstanding any current or prior election to opt in or opt out of receiving telemarketing calls or SMS messages (including text messages) from us, our agents, representatives, affiliates, or anyone calling on our behalf, you expressly consent to be contacted by us, our agents, representatives, affiliates, or anyone calling on our behalf for any and all purposes arising out of or relating to your Account, at any telephone number, or physical or electronic address you provide or at which you may be reached. You agree we may contact you in any way, including SMS messages (including text messages), calls using prerecorded messages or artificial voice, and calls and messages delivered using auto telephone dialing system or an automatic texting system. Automated messages may be played when the telephone is answered, whether by you or someone else. In the event that an agent or representative calls, they may also leave a message on your answering machine, voice mail, or send one via text. You consent to receive SMS messages (including text messages), calls and messages (including prerecorded and artificial voice and autodialed) from us, our identified agents, representatives, and affiliates on our behalf at the specific number(s) you have provided to us, with information or questions about your membership, Points and the rewards program generally. You certify, warrant and represent that the telephone number that you have provided to us is your number and not someone else's. You represent that you are permitted to receive calls at each of the telephone numbers you have provided to us. You agree to alert us whenever you stop using a particular telephone number. Your cellular or mobile telephone provider will charge you according to the type of plan you carry. You also agree that we may contact you by e-mail, using any email address you have provided to us or that you provide to us in the future.

To the extent required by applicable law and our Privacy Policy, we will provide you with the opportunity to opt -out of the communications set forth in this Section 11. Requests should be submitted by you or an authorized agent in writing by emailing support@mesamember.com. If you make a request, you will be asked to provide sufficient information to allow us to reasonably verify that the individual is the person about whom we collected information. These rights are not absolute, and we may decline your request as permitted by applicable law. If you live in California, you may opt out of any data storage and data sharing described herein in accordance with the provisions of the California Consumer Privacy Act (CCPA) and the California Privacy Rights Act (CPRA), and in that instance all of your personal information including your registered account as a user shall be deleted.

12. Limitation of Liability and Release.

BY ENROLLING IN THE PROGRAM, YOU, ON YOUR OWN BEHALF AND ON BEHALF OF YOUR HEIRS, EXECUTORS, AND ADMINISTRATORS, AGREE: (A) TO WAIVE ANY RIGHTS TO CLAIM AMBIGUITY WITH RESPECT TO THIS AGREEMENT; (B) TO WAIVE ALL OF YOUR RIGHTS TO BRING ANY CLAIM, ACTION, OR PROCEEDING AGAINST MESA. IT’S AFFILIATED ENTITIES, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS (COLLECTIVELY, THE “RELEASED PARTIES”) IN CONNECTION WITH THE PROGRAM AND (C) TO FOREVER AND IRREVOCABLY AGREE TO RELEASE, DEFEND, INDEMNIFY, AND HOLD HARMLESS THE RELEASED PARTIES FROM ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, CAUSES OF ACTION, PROCEEDINGS, DEMANDS, FINES, PENALTIES, LIABILITY COSTS AND EXPENSES (INCLUDING, WITHOUT LIMITATION, OUTSIDE ATTORNEYS' OR LEGAL FEES) THAT MAY ARISE IN CONNECTION WITH: (I) THE PROGRAM AND/OR APP, INCLUDING BUT NOT LIMITED TO YOUR PARTICIPATION OR INABILITY TO PARTICIPATE IN THE PROGRAM OR ANY OFFER OR BENEFIT; (II) ANY ERRORS PUBLISHED IN RELATION TO THE PROGRAM, INCLUDING, WITHOUT LIMITATION, ANY TYPOGRAPHICAL ERRORS, PRINTING, ERRORS OF DESCRIPTION, ERRORS IN THESE RULES OR ANY PROGRAM MATERIALS, AND ERRORS IN THE CREDITING OR DEBITING OF POINTS FROM MEMBER ACCOUNTS; (III) ANY CHANGE IN ANY BENEFIT (OR ANY COMPONENTS THEREOF) DUE TO UNAVAILABILITY OR DUE TO REASONS BEYOND MESA’S CONTROL; (IV) ANY INTERRUPTIONS IN OR POSTPONEMENT, CANCELLATION, TERMINATION, OR MODIFICATION OF THE PROGRAM OR ANY COMPONENT THEREOF; (V) HUMAN ERROR; (VI) ANY TECHNICAL MALFUNCTIONS OR UNAVAILABILITY OF THE APP, COMPUTER SYSTEM, POS, COMPUTER TIMING OR DATING MECHANISM, SOFTWARE, OR INTERNET SERVICE PROVIDER, OR MAIL SERVICE UTILIZED BY ANY OF THE RELEASED PARTIES OR BY YOU; (VII) ANY WRONGFUL, NEGLIGENT, OR UNAUTHORIZED ACT OR OMISSION ON THE PART OF ANY OF THE RELEASED PARTIES OR OF ANY OTHER THIRD PARTY; (VIII) LOST, LATE, MISDIRECTED, DAMAGED OR DESTROYED CORRESPONDENCE, POINTS, OFFERS, DISCOUNTS OR ANY OTHER BENEFIT (OR ANY ELEMENT THEREOF); (IX) THEFT OR UNAUTHORIZED REDEMPTION OF POINTS, OFFERS, DISCOUNTS, OR OTHER BENEFIT; AND (X) ANY ACTS OR OMISSIONS BY YOU OR THIRD PARTIES INCLUDING NEGLIGENCE OR WILLFUL MISCONDUCT.

THE RELEASED PARTIES ARE NOT RESPONSIBLE FOR ANY INJURY OR DAMAGE, WHETHER TO YOU OR TO ANY OTHER PERSON OR TO ANY PROPERTY, RELATED TO OR RESULTING FROM YOUR PARTICIPATION IN THE PROGRAM AND/OR THE ACCEPTANCE OR USE OF ANY BENEFIT. BY PARTICIPATING IN THE PROGRAM, YOU EXPRESSLY ASSUME ALL LIABILITY AND RESPONSIBILITY FOR YOUR PARTICIPATION AND AGREE THAT PARTICIPATION IS SOLELY AT YOUR OWN RISK.

IN NO EVENT SHALL THE RELEASED PARTIES HAVE ANY LIABILITY OR RESPONSIBILITY WHATSOEVER FOR, AND THE RELEASED PARTIES SHALL BE HELD HARMLESS BY ALL MEMBERS, HEIRS, EXECUTORS, AND ADMINISTRATORS, AGAINST, ANY AND ALL INJURIES, LOSSES OR DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, RELIANCE, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES TO PERSONS, INCLUDING PERSONAL INJURY OR DEATH, OR PROPERTY, ARISING IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM ANY ACTION TAKEN OR NEGLECTED TO BE TAKEN WITH REGARD TO THE PROGRAM, ACCEPTANCE, POSSESSION, MISUSE OR USE OF ANY POINTS, OFFER, REWARD OR BENEFIT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE).

IN NO EVENT SHALL THE RELEASED PARTIES BE LIABLE TO YOU FOR ANY DELAY OR FAILURE TO PERFORM DUE TO CAUSES BEYOND OUR CONTROL, INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, ACTS OF WAR, NATURAL DISASTERS, WEATHER, PANDEMICS/EPIDEMICS, TERRORISM, OR ANY ACT OR OMISSION OF A THIRD PARTY.

THE SOLE REMEDY AVAILABLE TO YOU IN CONNECTION WITH THE PROGRAM (WHETHER YOUR CLAIM IS BASED IN LAW OR EQUITY) SHALL BE THE CREDITING OR RE-CREDITING TO YOUR PROGRAM ACCOUNT OF POINTS IN AN AMOUNT NO GREATER THAN THE NUMBER OF POINTS AT ISSUE.

THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THESE TERMS AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED. SOME STATES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

13. Disclaimer of all Warranties.

The Program is provided "as is" without warranties. Mesa is not responsible for the availability or accuracy of the Program. Participation is at the Member's own risk.

WITHOUT LIMITING THE FOREGOING, THE PROGRAM, INCLUDING, WITHOUT LIMITATION, THE PROGRAM, APP, WEBSITE, AND ALL POINTS, OFFERS, DISCOUNTS AND BENEFITS, ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, INTEGRATION, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.

NEITHER MESA, NOR ITS AGENCIES, AGENTS, SUPPLIERS OR REPRESENTATIVES WARRANT THAT: (A) ANY INFORMATION WILL BE TIMELY, ACCURATE, RELIABLE OR CORRECT; (B) THIS PROGRAM WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR PLACE; (C) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (D) THIS PROGRAM WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (E) ANY RESULT OR OUTCOME CAN BE ACHIEVED.

NEITHER THE PROGRAM NOR ANY BENEFIT OFFERED BY THE PROGRAM CREATES, CONSTITUTES OR GIVES RISE TO ANY LEGAL OR CONTRACTUAL RIGHTS BY MEMBERS AGAINST MESA. A MEMBER’S USE OF THE PROGRAM IS SOLELY AT THE MEMBER’S OWN RISK.

SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY. CHECK LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS. THIS SECTION WILL SURVIVE TERMINATION OF MEMBER'S PARTICIPATION IN THE PROGRAM.

14. Severability.

The provisions of this Agreement are intended to be interpreted in a manner which makes them valid, legal, and enforceable. If any portion of this Agreement should be held invalid or unenforceable for any reason, such portion shall be deemed modified or severed from this Agreement in such a manner as to enable the remaining portions of this Agreement to remain in full force and effect as if no invalid or unenforceable provision had been part of this Agreement. It is expressly understood and agreed between you and Mesa that such modification or restriction may be accomplished unilaterally by us, or alternatively, by disposition of an arbitrator or a court of law. If such provisions cannot under any circumstances be so modified or restricted, they shall be excised from this Agreement without affecting the validity, legality, or enforceability of any of the remaining provisions.

15. Other Important Information.

Notwithstanding the foregoing, Mesa’s failure to exercise any of its rights under these Program rules or its delay in enforcing or exercising any of those rights shall not constitute a waiver of such rights.
Events beyond Mesa’s control, such as computer equipment or electronic data transmission failure, strikes, acts of God, pandemic, civil disturbance, terrorism or war, which may materially affect our ability to perform, may require Mesa to suspend or terminate the Program.
All dollar amounts referred to in this Agreement are in U.S. dollars (USD).
We may assign our rights and obligations under this Agreement to a third party, who will then be entitled to any of our rights that we assign to them.
You agree to indemnify and hold Mesa and its third party service providers and all of their respective affiliates, directors, officers, employees, agents and contractors harmless from and against any loss, damage, liability, cost, or expense of any kind (including attorneys’ fees) arising from your use of the Program, any fraud or misuse of the Program, violation of this Agreement and/or violation of any applicable law or the rights of any third party.
Mesa reserves the right to reject, revoke, cancel, terminate, or suspend any Membership, benefit, and/or any and all Points, or take any other action at its discretion, at any time with immediate effect and without written notice or liability to any Member, if Mesa, in its sole discretion, believes: (a) the Member has (1) violated any of the Program rules; (2) acted in a manner inconsistent with applicable law, regulations or ordinances; (3) engaged in any misconduct or wrongdoing in connection with the Program; or (4) engaged in abusive, fraudulent, inappropriate, or hostile conduct in connection with the Program; or (b) Mesa’s provision of the Program and/or any associated benefits to Member may violate any applicable laws to which Mesa is subject from time to time.
Any attempt to deliberately damage or undermine the legitimate operation of the Program or the App may be a violation of criminal and civil laws. Should such an attempt be made, Mesa reserves the right to seek damages or other remedies to the fullest extent permitted by law. Any abuse of the Program, failure to follow any terms of the Program, or any misrepresentation by a Member may subject that Member to cancellation of their Membership and will affect eligibility for future participation in the Program. Mesa reserves the right to seek all remedies, whether available at law or at equity, criminal or civil, in the event a Member defrauds or abuses the Program, fails to follow any terms of the Program, or makes any misrepresentations to Mesa.
The merchants and third party service providers that participate in the Program are not affiliated with us and are not sponsors or co-sponsors of the Program. All participating merchant and third party service provider names, logos, and marks are used with permission and are the property of their respective owners. Participating merchants and third party service providers are subject to change without notice.
Participating merchants and third party service providers are solely responsible for the quality and performance of any products or services they provide. Mesa is not responsible for any aspects of the products and services provided by participating merchants or third party service providers.
The Program is void where prohibited by federal, state, or local law. The Mesa App is not intended for use by consumers in Connecticut, Nevada, Wisconsin, and any other state where licensing may be required for sharing consumer data with lenders through an advertising marketplace.The Program is void where prohibited by federal, state, or local law.
The Program is void where prohibited by federal, state, or local law.
This Agreement and use of the Program is governed by federal law, as well as the law of Delaware, and will apply no matter where you live or use the Program. Any disputes hereunder must be addressed in a court of competent jurisdiction in the State of Delaware.This Agreement and use of the Program is governed by federal law, as well as the law of Delaware, and will apply no matter where you live or use the Program.
For any questions or to update your contact information, use the Mesa App or contact customer service at support@mesamember.com.

Mesa Homeowners Membership Terms & Conditions