The charter, in full.

Name and Seat

The organization shall be known as the Alliance Of Real Estate Professionals, abbreviated AOREP. Its seat shall be in the State of Wyoming, under the laws of which it is chartered.

Purpose

The Alliance is constituted for the governance, verification, representation, and professional development of real estate practitioners — and for the maintenance of the standards under which they operate — within a federated network of independent listing nodes.

The Founding Principles

The following commitments are declared fundamental to the Alliance's character. They bind the Alliance, its officers, its members, and the operators of its nodes. They are not subject to alteration by vote or by contract.

• Compensation. Compensation rendered among members for professional services shall be by flat fee, hourly rate, or daily rate. Percentage-of-transaction compensation shall not be introduced, tolerated, or permitted among Alliance members.
• Listings. The listing of a property shall be owned and controlled by the owner of that property. Professionals and node operators serve the listing at the owner's direction, on terms the owner accepts.
• Data. Listing data within the network shall be shared across the federation of nodes at cost plus a capped markup of twenty percent. This provision is known within the charter as the Open Data Covenant.
• Contracts. Transactions conducted within the Alliance shall proceed upon smart contracts authored and adopted by licensed attorneys in the applicable jurisdiction. Each contract shall bear an attorney of record who accepts professional responsibility for its terms.
• Participation. Participation in the Alliance network — whether as a listing property owner, a consuming party, a professional service provider, or a node operator — is restricted to parties verified under the Alliance's procedures.

Membership

Membership in the Alliance is open to natural persons engaged in the profession of real estate or in services allied with its transactions. Categories of membership shall be defined in the Operating Rules. Each member in good standing shall enjoy equal voting rights on matters properly before the membership, and shall be subject to the code of conduct established under Article VI.

Admission requires verification of identity, confirmation of applicable professional licensure where such licensure is required, and agreement to these articles and the code of conduct.

Governance Bodies

The Alliance shall be governed by a Board of Directors, presided over by a Chairman, with day-to-day management delegated to a Chief Executive Officer and such officers as the Board may appoint. The Board shall be elected by the membership under procedures established in the Bylaws. Term limits, officer succession, and the manner of meetings shall be set forth in the Bylaws.

Conduct and Discipline

Members are bound by a code of conduct adopted by the membership and amendable by the membership. Grievance and disciplinary procedures — including suspension and expulsion — shall be set forth in the Operating Rules and shall afford due process to any member subject to proceedings.

The Open Data Covenant

Every node operator participating in the Alliance network is party to the Open Data Covenant. The covenant establishes that listing data shared with downstream participants — whether affiliated brokerages, technology providers, appraisal services, or other consumers of data — shall be priced at the cost of delivery plus a markup not exceeding twenty percent of that cost. No node operator shall by any means — direct pricing, tying, exclusivity agreement, or technical restriction — extract rent from the network beyond the permitted margin.

The covenant is enforceable by the Alliance against any node operator, and breach constitutes grounds for revocation of the seal.

The Reputation Ledger

The Alliance shall maintain a ledger of professional standing, in which members are scored following transactions by the parties they have served. Scoring procedures, the permissibility of member responses, the window of reputation currency, and the moderation of recorded commentary shall be established in the Operating Rules, provided that such rules maintain the integrity and fair administration of the ledger.

The Infrastructure Partner

The Alliance retains Real Smart Ledger LLC, an independent technology company, as the provider of its technical infrastructure under a service agreement. The terms of that agreement — including scope, service-level obligations, intellectual property allocation, and termination — shall be documented and made available to members and prospective node operators.

The Alliance shall not enter into competing infrastructure agreements, nor shall it develop proprietary infrastructure in substitution for the services provided by Real Smart Ledger LLC, except upon dissolution or reconstitution of the Alliance as provided under Article X.

Amendment

These articles may be amended, subject to the limitations below, by a two-thirds vote of the membership and the concurrence of the Board of Directors.

The commitments set forth in Article III — the Founding Principles — are not subject to amendment. No procedure shall suffice to alter them. A proposal to remove, weaken, or circumvent any Founding Principle is out of order on submission and shall not be placed before the membership.

Dissolution or reconstitution of the Alliance shall be subject to a three-quarters vote of the membership, and shall include provision for the orderly discharge of obligations to node operators, members, and the public.