These Terms of Service (“Terms”) constitute a legally binding agreement between You and MATCH ENTERPRISES, LLC, a Florida Limited Liability Company with an address at 623 Yorkshire Dr. Oviedo, FL 32765 (“Company”) governing Your access to and use of the Company website at www.matchmyplace.com including any subdomains thereof, and any other websites through which Company makes the Site services available (collectively, “Site”), Our mobile, tablet, and other smart device applications, and application program interfaces (collectively, “Application”) and all associated services (collectively, “Services”). The Site, Application, and Services together are hereinafter collectively referred to as the “Site”.
This Agreement contains the complete Terms and conditions that govern the use of the Company’s Site. (Intermittently, “Terms of Service”, or “Terms”). In these Terms of Service, the words “You” and “Your” refer to each Site registrant, visitor, or User, “We”, “Us”, and “Our” refers to the Company, and “Services” refers to all services provided by the Company through the Site.
The Company may revise these Terms of Service at any time without notice to You. It is Your responsibility to review these Terms of Service periodically. If at any time You find these Terms of Service unacceptable or
if You do not agree to these Terms of Service, please do not
PLEASE NOTE: THESE TERMS OF SERVICE CONTAIN AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT APPLIES TO ALL USERS. If You reside in the United States, this provision applies to all disputes with Company. If You reside outside of the United States, this provision applies to any action You bring against Company in the United States. It affects how disputes with Company are resolved. By accepting these Terms of Service, You agree to be bound by this arbitration clause and class action waiver. Please read it carefully.
1. Scope of Services.
1.1 Purpose. The Site is an online platform that enables consumers and real estate agents (“Users”) a database and attendant profiles of residential real estate properties that is not listed on the Multiple Listing Service (“MLS”) and, subject to the execution of certain subscription agreements, further enables the User to add additional properties and related content to the Site (the “Site Purpose”).
1.2 Your Use of the Site. You may use this Site only for the Site Purpose and only as expressly permitted by these Terms. As a condition of Your use of the Site, You warrant to Company that You will not use the Site for any purpose that is unlawful or prohibited by these Terms, conditions, and notices.
1.3 Independent Contractor. If You choose to use the Site as a User, Your relationship with Company is limited to being an independent contractor and not an employee, agent, joint venturer, or partner of Company for any reason. You act exclusively on Your own behalf and for Your own benefit, and not on behalf or for the benefit of Company.
1.4 Third-Party Links. The Site may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different Terms and conditions and privacy practices. Company is not responsible or liable for the availability or accuracy of such Third-Party Services or the content, products, or Services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by Company of such Third-Party Services.
1.5 No Warranty of Uninterrupted Services. Due to the nature of the Internet, Company cannot guarantee the continuous and uninterrupted availability and accessibility of the Site. Company may restrict the availability of the Site or certain areas or features thereof if this is necessary in view of capacity limits, the security or integrity of Our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Site. Company may improve, enhance and modify the Site and introduce new Services from time to time.
2. Modification of These Terms.
Company reserves the right to modify these Terms at any time in accordance with this provision. If We make changes to these Terms, We will post the revised Terms on the Site. If You disagree with the revised Terms, You may terminate this Agreement with immediate effect by following the procedure described in the “Term and Termination” section below. If You do not terminate Your Agreement before the date the revised Terms become effective, Your continued access to or use of the Site will constitute acceptance of the revised Terms.
3. Proprietary Rights in Service Content and Software; Limited License.
All content on the Site, including but not limited to designs, text, graphics, pictures, video, information, Software, music, sound, and other files, and their selection and arrangement (the “Site Content”), are the proprietary property of Company with all rights reserved. No Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without Our prior written permission, except as provided in the following sentence and except that the foregoing does not apply to Your own User Content (as defined below) that You legally post on the Site. Provided that You are eligible for the use of the Site and subject to these Terms and the Terms of the Subscription Agreement that You may be required to execute, You are granted a limited license to access and use the Site and to download or print a copy of any portion of the Site Content solely for Your use and not for distribution, provided that You keep all copyright or other proprietary notices intact. Except for Your own User Content (You may not republish Site Content on any Internet, Intranet, website, platform, app or similar medium or incorporate the information in any other database or compilation. In connection with Your use of the Services, You will not engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods. If You are blocked by Company from accessing the Service (including by blocking Your IP address), You agree not to implement any measures to circumvent such blocking (e.g., by masking Your IP address or using a proxy IP address).
The technology and software underlying the Services or distributed in connection therewith are the property of Company, Our subsidiaries, affiliates, and partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Company.
Any use of the Services or the Site Content other than as specifically authorized herein, without Our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. This license is revocable by Us at any time without notice and with or without cause.
4. Trademark Rights.
The Term “MATCH ENTERPRISES, LLC” and other graphics, logos, designs, page headers, button icons, scripts, and Service names appearing on the Site are registered trademarks, common law trademarks, or trade dress of the Company in the U.S. and/or other countries (collectively the “Marks”). The Marks may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or Service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without Our prior written permission.
5. Site Content, User Content, and Collective Content.
5.1 Proprietary Rights. Company may, at its sole discretion, enable Users to (i) upload, post, send, receive, and store User Content; and (ii) update, edit, and view User Content. and access any content that Company itself makes available on or through the Site, including proprietary content and any content licensed or authorized for use by or through Company from a third party (“Site Content”). Together with the User Content, the Site Content is referenced herein as the “Collective Content”.
The Site Content and User Content, or portions thereof, are protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge and agree that the Site and Site Content, including all associated intellectual property rights, are the exclusive property of Company and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any Company copyright, trademark, Service Mark, or other proprietary rights notices incorporated in or accompanying the Site, Site Content, or User Content. The Marks and all other trademarks, Service Marks, logos, trade names, and any other source identifiers of Company used on or in connection with the Site and Site Content, are trademarks or registered trademarks of Company in the United States and abroad. Trademarks, Service Marks, logos, trade names, and any other proprietary designations of third parties used on or in connection with the Site, Site Content, and/or Collective Content are used for identification purposes only and may be the property of their respective owners.
5.2 Restrictions on Use. You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit the Site, Site Content, or Collective Content, except to the extent You are the legal owner of certain User Content or as expressly permitted in these Terms or any other agreement entered into between You and Company. No licenses or rights are granted to You by implication or otherwise under any intellectual property rights owned or controlled by Company or its licensors, except for the licenses and rights expressly granted in these Terms.
5.3 Limited License to Site. Subject to Your compliance with these Terms, Company grants You a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) to access and use the Site on Your personal device(s); and (ii) access and view any Collective Content made available on or through the Site and which is accessible to You through Your issued password, solely for the above-described Purpose.
5.4 License to Company. By creating, uploading, posting, sending, receiving, storing, or otherwise making available any User Content on or through the Site, You grant to Company a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the Term of the protection), sub-licensable and transferable license to such User Content, (including any bidding inquiries submitted in response thereto), to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such User Content to provide and/or promote the Site, in any media or platform (“Company License”). Pursuant to the Company License, You agree that the Company has the right, without terminating this Agreement, to delete any Project that You have uploaded to the Site as a part of the User Content if such Project has not been updated or has been inactive for more than six consecutive months in any time period. Unless You provide specific consent, Company does not claim any ownership rights in any User Content, and nothing in these Terms will be deemed to restrict any rights that You may have to use or exploit Your User Content.
5.5 Representation and Warranty Regarding User Content. You are solely responsible for all User Content that You make available on or through the Site. Accordingly, You represent and warrant that: (i) You either are the sole and exclusive owner of all User Content that You make available on or through the Site, or You have all rights, licenses, consents, and releases that are necessary to grant to Company the rights in and to such User Content, as contemplated under these Terms; and (ii) neither the User Content nor Your posting, uploading, publication, submission or transmittal of the User Content or Company’s use of the User Content (or any portion thereof) will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You further agree that You will not post, upload, publish, submit or transmit any User Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information), or deceptive; (ii) is defamatory, libelous, obscene, or pornographic; (iii) promotes illegal or harmful activities or substances; or (iv) violates any other Company policy. Company may, without prior notice, remove or disable access to any User Content that Company finds to be in violation of these Terms.
(a) Company Representation, Warranty, and Covenant Regarding User Content. Notwithstanding anything to the contrary in this Agreement, the Company represents, covenants, and warrants that, to the extent that the User Content has been uploaded or otherwise provided to the Site by Users that have subscribed to the Company’s premium subscription program (a “Premium User”) and the User Content consists of information about potential purchasers, financiers or interested persons with respect to any Project that such a Premium User has posted on the Site (collectively “Project Data”), neither Company nor its agents will use such Project Data for sales, marketing, or solicitation purposes that are not directly related to the performance of the Company’s Services to the Premium User hereunder.
5.6 Third-Party Services. Use of the Services may require the use of certain third-party products and Services (“Third-Party Services”). Use of any Third-Party Services is at Your sole risk. It will be governed by separate Terms and conditions, separate privacy policies relating to the usage of data You may share through the Third-Party Services in the course of using the Services, other applicable policies, and may include separate fees and charges. Company may display content from third parties through the Services or provide information about or links to Third-Party Services. Your interactions with any such third parties, and any Terms, conditions, warranties, or representations associated with such interactions, are solely between You and the applicable third parties. Company is not responsible or liable for any loss or damage of any sort incurred as the result of any such interactions or as the result of the presence of such third-party information made available through the Services.
6. Prohibited Activities.
You are solely responsible for compliance with any and all laws, rules, regulations, and tax obligations that may apply to Your use of the Site, including the monitoring and editing of the User Content as necessary to comply with these Terms. In connection with Your use of the Site, You will not and will not assist or enable others to:
(a) Breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or Our Terms;
(b) Use the Site for any purpose other than the Purpose;
(c) Use the Site or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Company endorsement, partnership, or otherwise misleads others as to Your affiliation with Company;
(d) Copy, store, or otherwise access or use any information, including personally identifiable information about any other User, contained on the Site in any way that is inconsistent with these Terms or that otherwise violates the privacy rights of Users or third parties;
(e) Use the Site in connection with the distribution of unsolicited commercial messages;
(f) Use, display, mirror, or frame the Site or Collective Content, or any individual element within the Site, Company’s name, any Company trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page in the Site, without Company’s express written consent;
(g) Avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by Company or any of Company’s providers or any other third party to protect the Site;
7. Term and Termination, Suspension, and Other Measures.
7.1 Term. This Agreement shall be effective until such time as You or Company terminate the Agreement in accordance with this section.
7.2 User Termination. You may terminate this Agreement at any time by contacting Us at email@example.com and providing notice of Your intent to terminate. You may also contact Us at the forgoing address to submit (i) a data access request, pursuant to which We will provide You with confirmation of all personal data currently being stored or otherwise used by Us and relating to You, and provide access to the same; (ii) a data rectification request, pursuant to which We will rectify any incorrect data currently being stored or otherwise used by Us and relating to You; and/or (iii) a data deletion request, pursuant to which We will delete all personal data currently being stored or otherwise used by Us and relating to You.
7.3 Company Termination. Without limiting Our rights specified below, Company may terminate this Agreement for convenience at any time by giving You five (5) days’ notice via email to Your registered email address.
Company may terminate this Agreement immediately and without notice if (i) You have materially breached Your obligations under these Terms; (ii) You have violated applicable laws, regulations, or third-party rights; or (iii) Company believes in good faith that such action is reasonably necessary to protect the personal safety or property of Company, its Users, or third parties (for example in the case of fraudulent behavior of a User).
7.4 Effect of Termination. If Your access to or use of the Site has been limited, or Your Company account has been suspended, or this Agreement has been terminated by Us, You may not register a new Company account or access and use the Site through an account of another User.
If You or We terminate this Agreement, the clauses of these Terms that reasonably should survive termination to effect the purposes of the Agreement will remain in effect.
8. Disclaimer & Limitations On Liability.
YOUR USE OF THIS SITE IS AT YOUR OWN RISK. THIS SITE AND ALL CONTENT THEREIN IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PURPOSE, TITLE, OR NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE FUNCTIONS OF THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
NEITHER THE COMPANY NOR ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS WILL BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN, AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF COMPANY HAS BEEN ADVISED OF THIS POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE REASONABLY FORESEEABLE.
IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE Company AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE), EXCEED THE GREATER OF $1,000.00 OR THE AMOUNT YOU HAVE PAID TO Company FOR SERVICE OUT OF WHICH LIABILITY AROSE.
YOU AGREE TO INDEMNIFY AND HOLD THE COMPANY, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, CONTENT PROVIDERS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, DIRECTORS, AND CONTRACTORS (THE “INDEMNIFIED PARTIES”) HARMLESS FROM ANY BREACH OF THESE TERMS OF SERVICE BY YOU OR THIRD PERSONS ACTING ON YOUR BEHALF, INCLUDING ANY USE OF CONTENT OTHER THAN AS EXPRESSLY AUTHORIZED IN THESE TERMS OF SERVICE. YOU AGREE THAT THE INDEMNIFIED PARTIES WILL HAVE NO LIABILITY IN CONNECTION WITH ANY SUCH BREACH OR UNAUTHORIZED USE, AND YOU AGREE TO INDEMNIFY ANY AND ALL RESULTING LOSS, DAMAGES, JUDGMENTS, AWARDS, COSTS, EXPENSES, AND ATTORNEYS’ FEES OF THE INDEMNIFIED PARTIES IN CONNECTION THEREWITH. YOU WILL ALSO INDEMNIFY AND HOLD THE INDEMNIFIED PARTIES HARMLESS FROM AND AGAINST ANY CLAIMS BROUGHT BY THIRD PARTIES ARISING OUT OF YOUR USE OF THE INFORMATION ACCESSED FROM THIS SITE.
10. Dispute Resolution and Arbitration Agreement.
This Dispute Resolution and Arbitration Agreement shall apply if You (i) reside in the United States; or (ii) do not reside in the United States but bring any claim against Company in the United States.
10.1 Arbitration Of Disputes. ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE BREACH THEREOF SHALL BE SETTLED BY ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND JUDGMENT ON ANY AWARD RENDERED BY THE ARBITRATOR(S) MAY BE ENTERED IN ANY COURT HAVING JURISDICTION THEREOF. IF THERE IS A DISPUTE ABOUT WHETHER THIS ARBITRATION AGREEMENT CAN BE ENFORCED OR APPLIES TO OUR DISPUTE, YOU AND COMPANY AGREE THAT THE ARBITRATOR WILL DECIDE THAT ISSUE.
10.2 Pre-Arbitration Dispute Resolution And Notification. Prior to initiating an arbitration, You and Company each agree to notify the other party of the dispute and attempt to negotiate an informal resolution. We will contact You at the email address You have provided to Us; alternatively, You can contact Company’s customer service team by emailing Us at the contact addresses provided on the Site. If, after a good faith effort to negotiate, one of Us feels the dispute has not and cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the AAA, and the written Demand for Arbitration (available at www.adr.org) provided to the other party, as specified in the AAA Rules.
10.3 Exceptions To Arbitration. You and Company each agree that the following claims are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction: (i) Any claim related to actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) Any claim seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack).
10.4 Arbitration Rules And Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration will be administered by AAA in accordance with the Commercial Arbitration Rules (the “AAA Rules”) then in effect, except as modified here.
10.5 Modification To AAA Rules – Arbitration Hearing/Location. You agree that any required arbitration hearing will be conducted, (a) in Oviedo, Florida; (b) in any other location to which You and Company both agree; (c) via phone or video conference; or (d) for any claim or counterclaim under $25,000, solely by the submission of documents to the arbitrator.
10.6 Jury Trial Waiver. YOU AND THE COMPANY ACKNOWLEDGE AND AGREE THAT WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AS TO ALL ARBITRABLE DISPUTES.
10.7 No Class Actions or Representative Proceedings. YOU AND THE COMPANY ACKNOWLEDGE AND AGREE THAT WE ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS USER IN ANY PURPORTED CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY-GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING AS TO ALL DISPUTES. FURTHER, UNLESS YOU AND THE COMPANY BOTH OTHERWISE AGREE IN WRITING, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF ANY CLASS OR REPRESENTATIVE PROCEEDING. IF THIS PARAGRAPH IS HELD UNENFORCEABLE WITH RESPECT TO ANY DISPUTE, THEN THE ENTIRETY OF THIS ARBITRATION AGREEMENT WILL BE DEEMED VOID WITH RESPECT TO SUCH DISPUTE.
10.8 Severability. Except as provided in the immediately preceding paragraph, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed, and the remainder of the Arbitration Agreement shall be given full force and effect.
10.9 Survival. Except as otherwise provided in this section, this section will survive any termination of these Terms and continue to apply even if You stop using the Site or terminate Your Company account.
The Company welcomes and encourages You to provide feedback, comments, and suggestions for improvements to the Site (“Feedback”). You may submit Feedback by emailing Us, through the Contact section of the Site, or by other means of communication. Any Feedback You submit to Us will be considered non-confidential and non-proprietary to You. By submitting Feedback, You grant Us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to You.
12 Applicable Law and Jurisdiction.
If You reside in the United States, these Terms will be interpreted in accordance with the laws of the State of Florida and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) excluded from the Arbitration Agreement above must be brought in state or federal court in Seminole County, Florida, unless We both agree to some other location. You consent to venue and personal jurisdiction in Seminole County, Florida
13. Telephone Contact and Recording Policy.
By providing Us with a telephone number for a mobile device, including a number that You later convert to a mobile device number, You are expressly consenting to receive communications—including but not limited to prerecorded or artificial voice message calls, text messages, and calls made by an automatic telephone dialing system—from Us and Our affiliates and agents at that number, about any product or Services offered by Company. This express consent applies to each such telephone number You provide to Us now or in the future. Calls and messages may incur access fees from Your mobile Services provider. You understand that You need not provide this consent as a condition of obtaining goods or Services from Company and that You may decline to provide or revoke Your consent at any time by emailing Company at Support@matchmyplace.com or by any other method that reasonably ensures We receive Your revocation.
By providing Us with a telephone number, You agree that Company may record any telephone conversation with You (or any other individual) during any telephone call to or from that number for training purposes, whether or not the call was initiated by You, and whether or Company disclosed the fact that the call was recorded during the call.
14. Notices Under the Digital Millennium Copyright Act.
If You believe that any material on the Site infringes upon any copyright which You own or control, You may send a written notification of such infringement to Our Designated Agent as set forth below:
To meet the notice restrictions under the Digital Millennium Copyright Act, the notification must be a written communication that includes the following:
(a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(b) Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online Site are covered by a single notification, a representative list of such works at that Site;
(c) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Us to locate the material;
(d) Information reasonably sufficient to permit the Company to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
(e) A statement that the complaining party has a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(f) A statement that the information in the notification is accurate and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
15. Subscription Fee.
You will pay no fee to generally peruse Our Site. However, You cannot use certain of the Site’s premium features unless You subscribe to one of the Site’s Subscription features.
For example, as a Market Center Subscription Member, You can add all of Your real estate agents to the Site as Users, and they can add properties and buyers to the Site and upload User Content to the Site.
Similarly, an individual Agent Member can add properties and buyers to the Site. Also, as a subscribing member, You can obtain the assistance of the Company to upload User Content if You designate a representative of Your business who will be responsible for providing the Company with all technical and related information that is necessary to successfully upload such User Content in a manner that it is technically compatible with the Site.
To become a Subscribing Member, You will be required to pay a subscription fee as set forth in the Company’s registration material on the Site and to execute a Subscription Agreement, both of which are activated when You initiate the “Subscription” link on the Site.
16. General Provisions.
16.1 Entire Agreement. These Terms constitute the entire Agreement between Company and You pertaining to Your use of the Site and supersede any and all prior oral or written understandings or agreements between Company and You in relation to the access to and use of the Site. In addition to these Terms, You may enter into other agreements with Us or others that will govern Your use of the Services or related Services offered by Us or others. If there is any contradiction between these Terms and another written agreement applicable to specific aspects of the Services, the other written agreement shall take govern the specific aspects of the Services to which it applies.
16.2 No Joint Venture. No joint venture, partnership, employment, or agency relationship exists between You and Company as a result of this Agreement or Your use of the Site.
16.3 No Beneficiaries. These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
16.4 Severability. If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
16.5 No Waiver. Company’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by Us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
16.6 No Assignment. You may not assign, transfer, or delegate this Agreement and Your rights and obligations hereunder without Company’s prior written consent. Company may, without restriction, assign, transfer, or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, with five days prior notice. Your right to terminate this Agreement at any time remains unaffected.
16.7 Notices. Unless specified otherwise, any notices or other communications to Users permitted or required under these Terms of Service will be in writing and given by Company via email, Site notification, or messaging service.
17 Security. Any passwords used for this Site are for Your use only. You will be responsible for the security of Your password(s). From time to time, the Company may require that You change Your password. You are prohibited from using any Services or facilities provided with respect to this Site to compromise the security or tamper with the Site system resources and/or the accounts of other Site Users. The use or distribution of tools designed for compromising security (e.g., password crackers, rootkits, Trojan horses, or network probing tools) is strictly prohibited. If You become involved in any violation of system security, Company reserves the right to release Your account details to system administrators at other websites and/or legal authorities in order to assist them in resolving security incidents. Company reserves the right to investigate suspected violations of these Terms of Service. Company further reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing the Company to disclose the identity of anyone posting any email messages or publishing or otherwise making available any materials that are believed to violate these Terms of Service.