Last Modified: December 6, 2016
Membership privileges are granted by Cityfeet to individuals exclusively and are granted specifically to the subscribing registered member only. No employee, independent contractor, agent, or affiliate of a competing real estate information service is permitted to access any of the Password Protected Areas of the Cityfeet web site without express written permission from Cityfeet. Membership rights cannot be assigned, sublicensed, distributed, shared, viewed, accessed, or otherwise transferred to anyone other than the registered member without the express written permission of Cityfeet. Cityfeet requires that each registered user maintain a valid email address and a password, which shall be utilized for logging on to the Cityfeet system. Members are not permitted to share their individual logon information with others. Cityfeet has the right to refuse service to any member, individual, organization, or firm (and all members associated or affiliated with said organization or firm) that refuses to abide by the terms and conditions herein, refuses to abide by the Listing Policies as posted and displayed on the Cityfeet website, or abuses their rights related to the Cityfeet service. Upon registration, which is free, Customer becomes a Basic Member. A Basic Member may search the Cityfeet property listings Service, and will receive a subset of results of the available properties matching the Customer's designated search parameters. In order to view all the available results for a given search, the Customer must upgrade to a Premium Subscription. A Basic Member may also list properties on the Service, but such Customer's listings will only be able to be fully accessed and viewed in the search results of Premium Subscribers.
Cityfeet utilizes email as a vital and primary communication channel with customers. As a registered user, Customers hereby acknowledge and grant Cityfeet the permission to communicate with customers via email (as well as other communication channel such as phone and fax) for any purposes Cityfeet determines to be relevant including, but not limited to, system messages, product updates, service announcements and other marketing messages. Cityfeet will use best efforts to honor Customer's request to opt out of marketing messages, but under no circumstances will Cityfeet have any liability for sending any email to its registered users/customers.
Submission and Administration of Listings
Customer agrees not to submit any property descriptions, photographs, financial, contact or other information contained in each Property's data to Cityfeet unless the Customer has received all necessary rights and authorizations, including from the photographer and/or copyright owner of any photographs, to publish and advertise the Property on the Customer's website or on Cityfeet's website. Specifically, Customer will not submit a photograph if Customer received the photograph from a third party information provider under the terms of a license that does not allow posting of such photograph on the Cityfeet website. The Company may, in its sole discretion but without any obligation to search for such, remove Properties that are alleged to have been submitted in violation of this provision. In addition, the Company may require additional evidence of compliance with this provision from Customers who are alleged to have submitted Properties or other information in violation of this Agreement. The Company will, in its sole discretion, terminate the accounts of, and refuse service to, any Customer who repeatedly or knowingly violates this Agreement. Customer agrees to maintain accurate contact information (specifically, a valid phone number and email address) in order to submit and maintain active property listings on the Cityfeet website. Additionally, the Customer agrees to allow submitted Property listing(s), or any part therein, to be searched, displayed, accessed, downloaded, copied, and otherwise referred to by users of the Customer's website, the Cityfeet website and other Cityfeet partner websites. The Company shall have the sole authority to choose the manner in which any Property will be searched, displayed, accessed, downloaded, copied, and otherwise used on the Cityfeet website and Company shall have the right to modify the property listing in the exercise of its rights under this Agreement. The Customer (a) represents and warrants that all Properties and associated information provided by the Customer will be accurate; (b) agrees that the Customer will not permit the posting of a property on the Cityfeet system under a name other than the named licensed real estate agents that have been engaged by the property owner to market the property under the terms of a duly executed listing agreement with the owner; (c) agrees to administer the Properties provided by the Customer and maintain their accuracy at all times. The Company reserves, in a manner consistent with reasonable commercial business practices, the right to remove all or any part of the Properties posted on the Customer's website or on the Cityfeet website. The Company accepts no responsibility for checking the accuracy of reports or data files submitted by the Customer. While the Company shall take all reasonable efforts for data backup and business resumption, the Customer will be solely responsible for retaining back-up copies of all information, photographs and other materials it provides to Cityfeet. Cityfeet may add digital watermarks to certain parts of Customer’s property listing, including photographs. Cityfeet adds these digital watermarks to protect against the copying or further distribution of Customer’s photographs without Customer’s permission. Cityfeet allows Listings to be verified in the Member Account thus moving a Listing to the top of the search results. Customer agrees that this feature shall only be exercised every 72 hours. Cityfeet uses the term “month” throughout the website to refer to a listing period. This period, for consistency, is a 30 consecutive day period, regardless of the actual number of days in the particular month a listing is posted. Regarding information posted to individual listings, Customer will only publish contact information, including broker/agent name, phone number and email address in listing fields dedicated to contact information. Contact information will not be entered in listing title or description. Customer will also not enter or update listings via automatic or programmatic means without Cityfeet's prior written consent.
Use of Information
Customer agrees to treat all information obtained from the Service, including listings, member directory, historical transaction information and any information otherwise made available to Customer in the Service (individually and collectively, the "Content") as proprietary to Cityfeet. Customer agrees that Content reserved for members will be maintained as confidential and shall be protected as a trade secret of Cityfeet. Cityfeet does not ensure the accuracy of, endorse or recommend any Content and Customer uses such Content at the Customer's own risk. Customer may access the active property listings in the Service solely to obtain initial information from which further evaluation and investigation may commence.
Customer shall limit access to and use of active property listings and member directory to personal and internal use, and shall not use any information obtained from the Service for further distribution, publication, public display, or preparation of derivative works or facilitate any of these activities in any way. Customer shall not use or reproduce any Content that is obtained from the Service, or that is otherwise made available to Customer in the Service, for or in connection with any other listing service or device. Customer further shall not use the Service in any other manner for or in connection with any other listing service or device. Customer shall not use the Cityfeet Service as part of any effort to compete with Cityfeet, including without limitation using the Cityfeet Service to provide, alone or in combination with any other product or service, any database services to any third party or any use that causes a reduction or loss from an existing or potential Cityfeet customer, nor shall Customer remove, erase, or tamper with any copyright or other proprietary notice printed or stamped on, affixed to, or encoded or recorded in the Cityfeet Service. Customer shall not use any robot, spider or other automated process to monitor, data mine or copy Cityfeet products, services or information; decompile, decode or reverse engineer Cityfeet software; or use Cityfeet products or services in an unlawful manner, such as for offensive, abusive, tortious, libelous, defamatory or other illegal purposes. Customers violating these specific terms, specifically those customers searching the Service in an abusive or excessive manner, by automated or manual means, shall be subject to immediate termination of their membership and will be assessed an excessive use fee of $500.
Members, registered users and Customers are required to maintain the confidentiality of all logins and passwords. Customer is responsible for the activities that occur under Customer’s account, login or password. Cityfeet is not responsible for any loss or damage arising from Customer’s failure to maintain the confidentiality of his/her account, logon information or password and/or failure to comply with the terms and conditions set forth in the Membership Privileges, Use of Information or Ownership and License Grant sections of this agreement that relate to confidentiality of account, logon or password information.
Unsolicited Commercial Email (Spam)
Ownership and License Grant
Cityfeet retains all rights (including Intellectual Property Rights as defined below), title and interest in the Cityfeet web site, and all underlying technology and data including any enhancements and improvements thereto as a result of providing the Deliverables hereunder. Customer will not and will not allow others to: reverse engineer, decompile, disassemble, merge, copy, use, disclose, sell or transfer the underlying source code or structure or sequence of Cityfeet's technology or delete or alter author attributes or copyright notices. Customer shall use the Cityfeet system solely for his/her own use and shall not allow others to use the Cityfeet system under or through that Customer's login ID/email and password.
Intellectual Property Rights means all intellectual property rights (throughout the universe, in all media, now existing or created in the future, for all versions and elements, in all languages, and for the entire duration of such rights) arising under statutory or common law, contract, or otherwise, and whether or not perfected, including without limitation, (a) all rights associated with works of authorship including without limitation copyrights, moral rights, copyright applications, copyright registrations, synchronization rights; (b) rights associated with trademarks, service marks, trade names, logos, trade dress, and the applications for registration and registrations of trademarks and service marks; (c) rights relating to the protection of trade secrets and confidential information; (d) rights analogous to those set forth in this definition and any and all other proprietary rights relating to intangible property; and (e) divisions, continuations, renewals, reissues, and extensions of the foregoing (as and to the extent applicable) now existing, later filed, issued, or acquired.
Limitation of Liability and Indemnification
IN NO EVENT SHALL CITYFEET BE LIABLE FOR ANY INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS, INTERRUPTION OF BUSINESS, LOSS OF GOODWILL OR BUSINESS REPUTATION, OTHER INTANGIBLE LOSS, INACCURACIES, ERRORS OR OMISSIONS IN THE INFORMATION, PRODUCTS OR SERVICES PROVIDED, RELIANCE BY THE CUSTOMER ON THE COMPLETENESS OR ACCURACY OF INFORMATION, PRODUCTS OR SERVICES, LOSS OF USE OF DATA, LOSS OF DATA, COMPUTER VIRUSES, COMPUTER CORRUPTION, DELETION OR CORRUPTION OF CONTENT OR DATA MAINTAINED OR TRANSMITTED THROUGH THE USE OF CITYFEET'S SERVICES, OR CUSTOMER'S FAILURE TO KEEP CUSTOMER'S LOGIN AND/OR PASSWORD SECURE AND CONFIDENT) ARISING OUT OF THIS AGREEMENT. Customer's exclusive remedy, and Cityfeet's entire liability under this Agreement, shall be a refund to Customer of the fees paid to Cityfeet hereunder, and in no event will Cityfeet's liability for any reason exceed such fee. Cityfeet (and its officers, directors, employees and agents) shall not be liable for any damages whatsoever arising from Customer's use of the Deliverables, and Customer shall indemnify Cityfeet (and Cityfeet's officers, directors, employees and agents), and hold each of them harmless from and against any and all costs, damages or losses by any of them (including, without limitation, reasonable attorneys' fees) as a result of a claim by any person other than Customer arising from Customer's use or application of the Services or the Deliverables. Some jurisdictions do not allow the exclusion of liability for certain damages. As a result, some of the exclusions above may not apply to YOU.
Maps and Directions Disclaimer
Links to Third Party Sites
Other Rights of Cityfeet, Inc.
Customer agrees that Cityfeet shall have the right to use Listings and other information submitted to it for any purpose, including without limitation for publication of all or part of such Listing on the Internet for unrestricted use by Cityfeet customers and partners. Cityfeet shall have sole authority to choose the manner in which any Listing will be received, displayed and used by the Service, and reserves the right to remove all or any part of a Listing or refuse Services to anyone at any time in its sole discretion. Cityfeet shall have no obligation to (i) resolve disputes among users of the Service; or (ii) monitor or verify the accuracy or proper use of the Listings. Cityfeet reserves the right to modify or change any and all terms and conditions at any time. The most current copy of these terms and conditions will be posted and available for review on Cityfeet's corporate web site, located at http://www.Cityfeet.com.
Procedure for Making Notification of Claims of Copyright Infringement
Brokers and Agents
Any Customer who identifies himself or herself as a broker or agent on the Cityfeet web site member registration form or otherwise purports to be a broker on Cityfeet’s Find a Broker service hereby represents and warrants that Customer is validly licensed as a broker and is in compliance with applicable broker requirements in all jurisdictions in which Customer is required to be licensed. The Company may, in its sole discretion, but without any obligation to verify the licensure of such individual as a broker or agent, remove from the list of brokers any Customer whom the Company believes is not a licensed broker or agent in any applicable jurisdiction. The Company may, in its sole discretion, terminate the accounts of, and refuse services to, any Customer who repeatedly or knowingly misrepresents its licensed broker or agent status or upon notification by any state agency or similar governmental authority that such Customer is not a licensed broker. Cityfeet does not and shall not have any obligation to independently verify the licensure of individuals identified as brokers and agents on the web site. It is your responsibility to confirm the licensed status of any brokers listed on the Cityfeet web site.
The TOS shall be governed by and construed in accordance with applicable California State law and the laws of the United States of America, excluding their conflict of law provisions. Customer and Cityfeet agree to submit to the exclusive jurisdiction of the courts located in the applicable counties and states. If any provision(s) of the TOS is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect. Cityfeet's and/or its Partner's failure to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Cityfeet or its Partners (as appropriate) in writing. Customer and Cityfeet and its Partners agree that any cause of action arising out of or related to this Service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
The section titles in the TOS are solely used for the convenience of the parties and have no legal or contractual significance.
This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns. The rights under this Agreement or any license granted hereunder may not be assigned, sublicensed or otherwise transferred by Customer without the prior written consent of Cityfeet, which retains the right to withhold consent in its sole discretion.
Waiver and Severability
All notices to Company must be in writing and must be sent registered mail, certified mail, or overnight mail with a return receipt requested to the President at Cityfeet.
The terms and conditions of this Agreement constitute the entire agreement between the parties and supersede all previous agreements and understanding, whether oral or written, between the parties hereto with respect to the subject matter of this Agreement.
PAYMENT FOR LISTINGS
[IF POSTING LISTINGS] Customer shall be billed, via credit card information that has been submitted at the Cityfeet website, each and every 30-day period for each listing until Customer has notified Cityfeet that he/she wishes to terminate the posting of such listing(s) on the Cityfeet website. Customer has up to 72 hours to cancel and request a refund for listings that have been automatically renewed. No refunds will be given after that time. Customer MUST cancel his/her listings in his/her listings management account. Phone and email cancellations are not accepted. Customer shall receive a reminder for each new 30-day billing period 3 days before such billing occurs, providing Customer with ample opportunity to cancel Listing(s) before the billing process occurs. The fees do not include sales, use, excise or any other taxes or fees now or hereafter imposed by any governmental authority with respect to the Deliverables. At CityFeet’s option, Customer shall pay such taxes or fees directly or pay to CityFeet any such taxes or fees immediately upon invoicing by CityFeet. Beginning September 2013, CityFeet is required to collect sales tax on purchases in select states. Recurring charges will include sales tax in accordance with applicable laws of your state. To view your billing history, visit CityFeet.com and go to your Account Management page.
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