BROKERASSIST SOFTWARE APPLICATION (herein after “Software”) LICENSE AGREEMENT
YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THIS SOFTWARE. THIS SOFTWARE IS LICENSED BY BROKERASSIST, LLC. TO ITS CUSTOMERS FOR THEIR USE ONLY AS SET FORTH BELOW. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE THE SOFTWARE.
USING ANY PART OF THE SOFTWARE INDICATES THAT YOU ACCEPT THESE TERMS.
BrokerAssist grants you a nonexclusive license to use the accompanying software program(s) subject to the terms and restrictions set forth in this License Agreement. Except as provided below, you are not permitted to lease or rent (except under separate mutually agreeable terms set forth in writing), distribute or sublicense the Software or to use the Software in a time-sharing arrangement or in any other unauthorized manner. Further, no license is granted to you in the human readable code of the Software (source code). Except as provided below, this License Agreement does not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in respect to the Software.
No Assignment; No Reverse Engineering:
You may not transfer or assign the Software or your rights under this License Agreement. Modification, reverse engineering, reverse compiling, or disassembly of the Software is expressly prohibited.
You agree that you will not export or re-export the Software or accompanying documentation (or any copies thereof) or any products utilizing the Software or such documentation in violation of any applicable laws or regulations of the United States or the country in which you obtained them.
Trade Secrets; Title:
You acknowledge and agree that the structure, sequence and organization of the Software are the valuable trade secrets of BrokerAssist and its affliates. You agree to hold such trade secrets in confidence. You further acknowledge and agree that ownership of, and title to, the Software and all subsequent copies thereof regardless of the form or media are held by BrokerAssist and its affiliates.
Upon confirming an assisting agent or broker for a job request, user agrees to complete payment to the assisting broker within 24 hours of job completion, with the understanding that time is of the essence.
Upon confirmation of a job, the assigned agents or brokers agree not to communicate with or solicit real estate services to each other’s clients during or after completion of the job, beyond the scope of work agreed to in order to complete the job.
Term and Termination:
This License Agreement is effective until terminated. User may terminate this Agreement for convenience at any time by deleting the BrokerAssist Application from all computing and mobile devices that User owns or controls. It will also terminate immediately if you fail to comply with any term or condition of this License Agreement. Upon such termination you agree to delete the BrokerAssist Application from all computing and mobile devices that User owns or controls.
This License Agreement shall be governed by the laws of the State of Illinois as such laws are applied to agreements entered into and to be performed entirely within Illinois between Illinois residents and by the laws of the United States. You agree to be bound by and submit to jurisdiction of the state of Illinois. You further agree that the United Nations Convention on Contracts for the International Sale of Goods (1980) is hereby excluded in its entirety from application to this License Agreement.
THE SOFTWARE AND ALL RELATED DOCUMENTATION ARE PROVIDED ON AN "AS IS" BASIS AND ALL RISK IS WITH YOU. BECAUSE THE SOFTWARE AND DOCUMENTATION ARE PROVIDED TO YOU FREE OF CHARGE, BROKERASSIST MAKES NO WARRANTIES, TERMS, OR CONDITIONS, EXPRESS, IMPLIED OR STATUTORY, AS TO ANY MATTER WHATSOEVER. IN PARTICULAR, ANY AND ALL WARRANTIES, TERMS OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THIRD PARTIES RIGHTS ARE EXPRESSLY EXCLUDED. FURTHER, BROKERASSIST MAKES NO REPRESENTATIONS, WARRANTIES, TERMS OR CONDITIONS THAT THE SOFTWARE AND DOCUMENTATION PROVIDED ARE FREE OF ERRORS OR VIRUSES OR THAT THE SOFTWARE AND DOCUMENTATION ARE SUITABLE FOR YOUR INTENDED USE.
Limitation of Liability:
IN NO EVENT SHALL BROKERASSIST OR ITS AFFILIATES BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, LOSS OF DATA OR DATA BEING RENDERED INACCURATE, LOSS OF PROFITS OR REVENUE, OR INTERRUPTION OF BUSINESS IN ANY WAY ARISING OUT OF OR RELATED TO THE USE OR INABILITY TO USE THE SOFTWARE AND/OR DOCUMENTATION, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY OR OTHERWISE, EVEN IF ANY REPRESENTATIVE OF BROKERASSIST OR ITS AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER OF LIABILITY FOR DAMAGES WILL NOT BE AFFECTED BY ANY FAILURE OF THE SOLE AND EXCLUSIVE REMEDIES HEREUNDER.
IN NO EVENT SHALL BROKERASSIST OR ITS AFFILIATES BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY PERSONAL INJURY, PROPERTY DAMAGE OR DAMAGES RELATING TO THE INADVERTENT OR INCIDENTAL DISCLOSURE OF USERS INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, ADDRESS, LOCKBOX CODES AND THE LIKE. FURTHER, IN NO EVENT SHALL BROKERASSIST OR ITS AFFILIATES BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY PERSONAL INJURY, PROPERTY DAMAGE OR DAMAGES RELATING TO ANY THIRD PARTIES DISCLOSURE OF USERS INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, ADDRESS, LOCKBOX CODES AND THE LIKE.
Some countries, states, or provinces do not allow the exclusion or limitation of implied warranties or the limitation of incidental or consequential damages for certain products supplied to consumers or the limitation of liability for personal injury, so the above limitations and exclusions may be limited in their application to you. When the implied warranties are not allowed to be excluded in their entirety, they will be limited to the duration of the applicable written warranty. This warranty gives you specific legal rights which may vary depending on local law.
In the event any provision of this License Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of any of the remaining provisions shall not in any way be affected or impaired and a valid, legal and enforceable provision of similar intent and economic impact shall be substituted therefore.
This License Agreement sets forth the entire understanding and agreement between you and BrokerAssist, supersedes all prior agreements, whether written or oral, with respect to the Software, and may be amended only in a writing signed by both parties.
BROKERASSIST SERVICE USER AGREEMENT
THIS AGREEMENT DESCRIBES THE TERMS AND CONDITIONS PURSUANT TO WHICH YOU MAY ACCESS AND USE THE SERVICES PROVIDED BY, THE BROKERASSIST APPLICATION, AND/OR ASSOCIATED PRODUCTS. PLEASE READ THIS AGREEMENT CAREFULLY AS YOU MUST AGREE TO ALL OF ITS TERMS BEFORE USING THE SERVICES AND PRODUCTS PROVIDED. YOUR USE OF THE SERVICES AND/OR PRODUCTS PROVIDED THEREAFTER CONSTITUTES YOUR AGREEMENT TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND TO ABIDE BY THE TERMS OF THIS AGREEMENT AS IF YOU HAD SIGNED THIS AGREEMENT. IF YOU DO NOT WISH TO BE BOUND BY THE TERMS OF THIS AGREEMENT, YOU MAY NOT ACCESS THE WEB SITE, APPLICATION NOR USE THE PRODUCTS AND SERVICES. IN CONSIDERATION OF THE BROKERASSIST, LLC. GRANTING YOU ACCESS TO THE BROKERASSIST APPLICATION, YOU HEREBY AGREE AS FOLLOWS:
1. User upon, registering or using the BrokerAssist application, verifies that he or she is a real estate professional with a current valid real estate agent license or broker license in the state they transact business, and use the BrokerAssist application.
2. BrokerAssist, LLC. reserves the right at its sole discretion to change, modify, add or remove portion of these Terms and Conditions at any time without notice or liability, and such modification shall become effective upon posting in the Application, on the Web Site and/or electronic transmission to you. Your use of the services of this Application following any such modification shall be conclusively deemed to be your acceptance of such modification.
3. All BrokerAssist, LLC trademarks, service marks and logos appearing on the BrokerAssist Application are the property of BrokerAssist, LLC. and all rights in those trademarks, service marks and logos are reserved. All other trademarks appearing on the BrokerAssist Application are the property of their respective owners.
4. BrokerAssist, LLC does not represent, warrant or endorse the accuracy or reliability of any information displayed, uploaded, downloaded or distributed through the BrokerAssist Application or the BrokerAssist system by any user, or any other person or entity.
5. BrokerAssist, LLC may change, suspend or discontinue any aspect of the service provided by the BrokerAssist Application or by the BrokerAssist system at any time without notice or liability, including the availability of any feature, database or content.
6. BrokerAssist Application and all materials included at BrokerAssist Application or via the BrokerAssist system, including without limitation text, data, images, graphics and multimedia files (hereafter Content) are protected by all applicable copyright and trademark laws and owned by BrokerAssist, LLC or the party credited as the provider of the Content. All rights in the Content are expressly reserved by the applicable copyright and trademark owner.
a. You may not sublicense, transfer or otherwise make any content available to any third party or use the content in any other media or in any other location other than as permitted in this section. You acknowledge and assign all rights to the information collected by the Application to BrokerAssist, LLC.
b. All Content provided by any party other than BrokerAssist, LLC will identify the party who provided that Content. You may download one copy of Content provided by BrokerAssist, LLC on to a single computer, mobile device for your own use. Content provided by any party other than BrokerAssist, LLC may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way except with the express authorization of the party providing the Content.
c. You may not attempt to decipher, decompile, disassemble or reverse engineer any of the software or hardware comprising or in any way making up a part of the BrokerAssist system, the BrokerAssist Application, or associated products. You shall be solely liable for any damages resulting from any infringement of copyright, trademark, or other proprietary right, or any other harm resulting from your use of this site.
d. You agree to only use a commercially available web browser or mobile device to access Content and shall not use any automated program or tool to retrieve, retransmit and/or store Content of the BrokerAssist system or BrokerAssist Application website. Violation of this provision will result in the immediate suspension of access to the BrokerAssist system.
8. BrokerAssist Application may contain links to other related Internet sites, resources, sponsors, affiliates and other unrelated parties. BrokerAssist, LLC is not responsible for the availability of these outside sites or their content. BrokerAssist, LLC is neither a sponsor, partner, promoter or publisher of such sites or their content, and expressly disclaims any responsibility or liability for the content of those sites. You should direct any concerns regarding any external link to the site administrator or Webmaster of such other site.
9. Your dealings with advertisers and third party vendors found on or through BrokerAssist Application or the BrokerAssist system, including your participation in promotions, the purchase of goods, and any terms, conditions, warranties or representations associated with such activities, are solely between you and the third party. BrokerAssist, LLC. does not make any representations or warranties with respect to any goods or Web sites that may be obtained from such third parties, and you agree that BrokerAssist, LLC. will have no liability for any loss or damage of any kind incurred as a result of any activities you undertake in connection with the use of or reliance on any content, goods, services, information or other materials available, or through such third parties, on our Sites. You acknowledge that such external sites usually have their own terms and conditions, including privacy policies, over which BrokerAssist, LLC. has no control and which will govern your rights and obligations with respect to the use of those Web sites.
10. THIS APPLICATION AND WEB SITE IS PROVIDED BY BROKERASSIST, LLC ON AN "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT ANY WARRANTY THAT THE SITE WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY. BROKERASSIST, LLC. MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE USABILITY, CONDITION OR OPERATION OF THIS APPLICATION AND WEB SITE, OR THAT ACCESS TO OR USE OF BROKERASSIST APPLICATION WILL BE UNINTERRUPTED OR ERROR-FREE, OR AS TO THE INFORMATION, CONTENT OR MATERIALS INCLUDED ON THIS APPLICATION AND WEB SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BROKERASSIST, LLC. DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPARABILITY, SECURITY AND ACCURACY. BROKERASSIST, LLC. WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS APPLICATION AND WEB SITE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL AND PUNITIVE DAMAGES.
11. You agree to provide BrokerAssist, LLC with accurate, complete, and updated registration information including e-mail address and mobile telephone number. Failure to do shall constitute a breach of this Agreement, which may result in immediate termination of your access to BrokerAssist Application.
12. BrokerAssist, LLC reserves the right to send electronic mail and SMS (Short Message Service) messages to any and all users of BrokerAssist Application or the BrokerAssist system for the purpose of informing them of changes or additions to BrokerAssist Application or the BrokerAssist system or any related services or products, but shall have no obligation to do so.
13. BrokerAssist, LLC may at any time, in its sole discretion, terminate, limit or suspend your access to BrokerAssist Application or the BrokerAssist system, without notice or liability, for any reason whatsoever, including without limitation your breach of this Agreement or the termination of your membership with your Real Estate Association or Multiple Listing Service.
14. BrokerAssist may make available "chat and discussion areas" on various subject matters which may be of interest to persons authorized to use BrokerAssist Application or the BrokerAssist system. BrokerAssist, LLC may, with or without notice, and at the sole discretion of BrokerAssist, LLC, establish, discontinue and/or delete any or all "discussion areas." You agree that if you participate in a "chat or discussion area" (post or read a message or comment at the discussion area) you will abide by the rules and regulations governing discussion area as hereinafter set forth.
a. BrokerAssist, LLC does not review the content of messages or comments posted to discussion areas by persons other than BrokerAssist, LLC, and you agree that BrokerAssist, LLC shall have no liability for any damages arising out of the content of those messages or comments. If you post a message or comment at a discussion area, you agree to indemnify and hold BrokerAssist, LLC harmless from any and all liability, damages or expenses whatsoever due, directly or indirectly, to any cause of action arising out of the message or comment posted by you.
b. BrokerAssist, LLC is authorized, but not obligated, to reproduce and distribute through BrokerAssist, LLC's BrokerAssist Application service or BrokerAssist services copies of all comments and messages posted to a discussion area. BrokerAssist, LLC reserves the right, but does not assume a duty to any party, to delete from any discussion area any comment or message.
c. You agree to use discussion areas in BrokerAssist Application only for lawful purposes and not to post any unlawful message or comment or in any other way use BrokerAssist Application or the BrokerAssist service so as to violate any local, state, or national law.
d. You agree not to post any defamatory, libelous, threatening, vulgar, sexual explicit, or obscene messages or comments.
e. You agree not to take any action which would disrupt the dialogue in a discussion area or take any other action which would interfere in the normal use of BrokerAssist Application by other authorized users.
f. You agree not to post any advertising, promotional or other type of solicitation to other authorized users of BrokerAssist Application or the BrokerAssist system except in those areas of the service where such postings may be specifically authorized.
g. You agree not to impersonate any other person in your postings to a discussion area in BrokerAssist Application or the BrokerAssist service.
h. Individual discussion areas may have additional rules and regulations specific to the subject matter being covered in the discussion area. These rules and regulations will be posted at the discussion area. You agree to abide by the rules and regulations of individual discussion areas in which you participate.
15. This agreement, its terms and conditions and the use of the BrokerAssist Application Web site and the BrokerAssist system are governed by and will be interpreted under the laws of the State of Illinois, United States of America, without reference to conflicts of laws and without regard to the location of execution or performance of this agreement.
16. This agreement, together with any terms and conditions incorporated herein or referred to herein constitute the entire agreement between us relating to the subject matter hereof, and supersedes any prior understandings or agreements (whether oral or written) regarding the subject matter, and may not be amended or modified except in writing or by making such amendments or modifications available on this site.