By accessing and using this Web site at www.visibleequity.com (the "Site"), you explicitly agree to comply with and be bound by the following terms and conditions (the "Terms of Use"), which Visible Equity may change at any time. Please review these terms and conditions periodically and check the version date for changes.
Visible Equity, Inc. and its subsidiaries and affiliates (collectively, "Visible Equity") provide you with access to this Site and the services available on it, or other Web sites as indicated below (collectively, the "Product" or "Service"). Access to and use of the Services is governed by these Terms of Use and by any signed contractual agreements between Visible Equity and Client.
The Site is designed to provide information about real estate and Visible Equity and its affiliates. The information and services offered on or through this Site are for informational purposes only , and do not constitute real estate, legal, tax, accounting or other professional advice.
The information, data, text, software, photographs, images, graphics, organization, layout, design, and other content contained on or provided through this Site (collectively, the "Content") are proprietary to Visible Equity and its licensors, and are protected by copyright and other U.S. and international intellectual property rights, laws and treaties. The Content includes proprietary databases (the "Database") of information, which, by way of example, include information, text, photographic and other images and data contained therein (collectively, the "Information") and the proprietary organization and structures for categorizing, sorting and displaying such Information, and the related software ("Software"). The Site, Content, Database, Information, Software and any portion of the foregoing, including any derivatives, successors, updates or modifications provided thereto and any information derived from the use of the Database, including as a result of the verification of any portion of the Information, are collectively referred to herein as the "Product".
Information is deemed reliable, but not guaranteed. All information is to be independently verified by users.
In certain products we estimate the current value of real property or certain other assets, such as automobiles. The estimated value is NOT an appraisal. It is a mathematical computation generated from data provided and/or gathered from a variety of public and private sources and is subject to input, calculation, and other errors. The product should NOT be used as a substitute for professional services, in particular the services of a competent, licensed Appraiser in the case of Real Estate.
In addition, certain products and statements provided are forward looking in nature and are not a guarantee of performance or actual results.
Those portions of the Product that may be accessed by the general public and that do not require any use of Passcodes (as defined below) are referred to as the "Non-Passcode Protected Product". Those portions of the Product that require use of Passcodes for access and are available only to individuals or entities ("Visible Equity Clients"), or those acting through them, who enter into a License Agreement (as defined below) with Visible Equity that authorizes access to such Visible Equity service are referred to as the "Passcode Protected Product".
License AgreementA "License Agreement" is defined as either (i) a written hand-signed contract between a Visible Equity Client and Visible Equity that authorizes access to a Visible Equity service, or (ii) an online contract between the Visible Equity Client and Visible Equity that is formed by online registration and acceptance of these Terms of Use and that authorizes access to a Visible Equity service. In the event a written hand-signed contract conflicts with these terms of use the hand signed contract shall prevail.
Only Authorized Users for a Passcode Protected Product may access such product and they may access it solely using the user name, password and, if applicable, key token (collectively, the "Passcodes") assigned to such user by Visible Equity. No Authorized User may share his Passcodes with any other person, nor may an Authorized User allow any other person to use or have access to his Passcodes. An Authorized User is defined as an individual (a) employed by a Visible Equity Client or an Independent Contractor (as defined below) of a Visible Equity Client at a site identified in the License Agreement, and (b) who is specified in the License Agreement as a user of a specific Passcode-Protected Product. An "Independent Contractor" is defined as an individual person working solely for the Visible Equity Client and not another company with information needs and performing substantially the same services for such Visible Equity Client as an employee of such Visible Equity Client.
From time to time, in Visible Equity's sole discretion, Visible Equity may offer a free trial period ("Free Trial") to certain individuals ("Free Trial Participant"). Unless terminated sooner by Visible Equity, the Free Trial shall last for the length of time specified. The terms set forth in communications from Visible Equity, combined with these Terms of Use, shall constitute a License Agreement between Visible Equity and the Free Trial Participant relating to such individual's access to and use of the associated Passcode Protected Product being offered through the Free Trial. During the Free Trial the Free Trial Participant shall be considered an Authorized User and a Visible Equity Client (as defined in these Terms of Use) and may use the Passcode Protected Product during the Free Trial subject to and solely in accordance with the terms outlined in such License Agreement relating to the Free Trial (which includes these Terms of Use).
Subject to the provisions in these Terms of Use, you may use the Non-Passcode Protected Product (or, if you are an Authorized User, subject to the provisions in your License Agreement and these Terms of Use, you may use the applicable Passcode-Protected Product), in the ordinary course of your business for:
(1) Your internal research, analysis, and reporting purposes;
(2) Providing information regarding particular loans, properties, trends, and conditions to your clients and prospective clients;
(3) Supporting your grading, valuation, appraisal or counseling regarding a specific loan or property; and
Subject to the provisions in your License Agreement and these Terms of Use, you may print Information or copy Information into word processing, spreadsheet and presentation programs (or other software programs with the express written consent of Visible Equity), so long as the level of Information being printed or copied is reasonably tailored for your purposes, insubstantial and used in compliance with these use and copying provisions.
You shall not, except as may be expressly set forth above under "Permitted Uses", (a) distribute, disclose, copy, reproduce, display, publish, transmit, assign, sublicense, transfer, provide access to, use or sell, directly or indirectly (including in electronic form) any portion of the Product, or (b) modify or create derivative works of any portion of the Product.
Notwithstanding anything to the contrary herein, you shall not:
(1) Access any portion of a Passcode-Protected Product unless you are an Authorized User for such Passcode-Protected Product using the Passcodes assigned to you by Visible Equity to access the components and services of the Passcode-Protected Product that your License Agreement authorizes you to access, subject to the terms contained therein and in these Terms of Use;
(2) Access or use any portion of the Product if you are a direct or indirect competitor of Visible Equity, nor shall you provide, disclose or transmit any portion of the Product to any direct or indirect competitor of Visible Equity;
(3) Use or distribute any Information from the Product, including Information that has been verified or confirmed by you or anyone else, to directly or indirectly create or contribute to the development of any database or product;
(4) Modify, merge, decompile, disassemble, translate, decode or reverse engineer any portion of the Product, or use any data mining, gathering or extraction tool, or any robot, spider or other automatic device or manual process, to monitor or copy any portion of the Product;
(5) Use, reproduce, publish or compile any portion of the Product for the purpose of selling or licensing any portion of the Product or making any portion of the Product publicly available;
(6) Store, copy or export any portion of the Product into any database or other software, except as expressly set forth in the Permitted Uses above;
(7) Upload, post or otherwise publish any portion of the Product on, or provide access to any portion of the Product through, the Internet, any bulletin board system, any other electronic network, any data library, any listing service or any other data sharing arrangement, except that you may e-mail a report containing Information that complies with the Permitted Use provisions set forth above to a limited number of your clients and prospective clients;
(8) Upload, post, e-mail or otherwise transmit any information, data, text, software, photographs, images, graphics, or other content to or through the Product, or use any portion of this Product in a manner, that:
• is unlawful, threatening, abusive, harmful, libelous, tortious, defamatory, false, misleading, obscene, vulgar, racially or ethnically offensive or otherwise objectionable;
• infringes any patent, copyright, trademark, trade secret, or other proprietary right of any party or violates the privacy or publicity rights of any party;
• contains software viruses or any other computer code, files or programs that are designed to or have the capability to interrupt, modify, damage, improperly access, disable, destroy or limit the functionality of the Product or servers or networks connected thereto or the activities of other users of the Product or of any computer software or hardware or telecommunications equipment; or
• you do not have a right to transmit under any law, contractual obligation (i.e., nondisclosure agreement) or fiduciary duty;
(9) Impersonate any person or entity, or falsely state or otherwise misrepresent any registration information, or otherwise disguise the origin of any information, data, text, software, photographs, images, graphics, or other content posted on or transmitted through the Product; and(10) Use any portion of the Product to encourage or engage in illegal activity, stalk or harass another person, or violate these Terms of Use or any applicable local, state, national or international law, rule, regulation or ordinance, including without limitation, state and local real estate practice, spam or privacy laws.
You are responsible for the timely payment of any fees incurred by your use of components and services available on the Site or via links to other web sites, and all taxes applicable to your use of the Product.
WE RESERVE THE RIGHT, AT ANY TIME AND FROM TIME TO TIME, TO PROSPECTIVELY CHANGE THE NATURE AND AMOUNT OF FEES CHARGED FOR ACCESS TO THE PRODUCT OR ANY OF THE COMPONENTS OR SERVICES AVAILABLE ON THE PRODUCT, AND THE MANNER IN WHICH SUCH FEES ARE ASSESSED, UNLESS OTHERWISE PROHIBITED BY A SIGNED LICENSE AGREEMENT.
If you are accessing the Passcode Protected Product, you agree: (1) to provide Visible Equity with accurate and complete registration and billing information and to promptly update such information in the event it changes; and (2) to pay any applicable license fees or other fees incurred by your use of the Passcode-Protected Product.
You acknowledge and agree that Visible Equity may interrupt or terminate or block your access to the Product or portions thereof at any time, unless otherwise prohibited by a signed license agreement. In the event that occurs, you shall cease using any portion of the Product, permanently delete or destroy all portions of the Product within your possession, custody or control, and, upon written request from Visible Equity, certify, in writing, your compliance with this provision.
If you are a Visible Equity Client, your License Agreement sets forth an initial term that expires on a specified date and that may automatically renew for a specified length. Following termination or non-renewal of your License Agreement, you shall cease using any portion of the Product. In addition, you shall permanently delete or destroy all portions of the Product within your possession, custody or control and, upon written request from Visible Equity, certify, in writing, your compliance with this provision.
Consistent with these goals of confidentiality and privacy, in addition to any other right provided for herein, Visible Equity reserves the right to compile statistical information regarding use of various features of this Site and Visible Equity's services. Visible Equity also reserves the right for Visible Equity and its contractors to access any portion of its services to perform customer support, product or system development, routine security inspections, to protect against unauthorized use of our products or services, to respond to legal process, or if otherwise required to do so by law.
Visible Equity takes these confidentiality and privacy issues seriously. If you have any questions or concerns please contact us.
Visible Equity reserves the right to modify or discontinue the Service or a portion or attribute thereof, or the offering of any information, good, content, product or service with or without notice, unless otherwise prohibited by a signed license agreement. Visible Equity shall not be liable to you or any third party should Visible Equity exercise its right to modify or discontinue the Service or part of it.
Some areas of this Product use and require that your computer accept "cookies." Cookies are small text files that are stored on your computer to keep track of settings or data for a particular web site. Cookies make it possible and easier for you to access and use certain areas of this Product. If you have disabled cookies from within your browser, or if you are running third-party software that intercepts or deletes cookies, you may not be able to visit certain areas of the Product.
All copyrighted and copyrightable materials on this Site, including, without limitation, the design, text, search results, graphics, images, pictures, sound files and other files, and the selection and arrangement and compilation of information ("Materials") thereof are ALL RIGHTS RESERVED Visible Equity, and/or its licensors. You are granted a limited, non-sublicensable right to access this Site, use the Services and print the Materials for your general business, personal, and informational use only. We reserve the right, without notice and in our sole discretion, to terminate your license to use the Site, and to block or prevent future access to and use of the Site.
Visible Equity does not assert copyright or grant any rights to any Client uploaded data or the underlying images or descriptions of real estate listings that may be contained in our search results and that we derive from the source Web site or information provided by the Web site owner. Visible Equity uses these images and excerpted descriptions solely as necessary to generate search results. Any use of the source images or descriptions is subject to the copyright owner's permission and/or the requirements of applicable law.
Visible Equity does assert copyright and reserves all right to the search results and associated compilations.
"Visible Equity" and our logos are either trademarks, service marks or registered trademarks of Visible Equity, Inc. or its suppliers and licensors, and may not be copied, imitated or used, in whole or in part, without our prior written permission or that of our suppliers or licensors. You may not use any meta tags or any other "hidden text" utilizing "Visible Equity" or any other name, trademark, or product name of Visible Equity without our permission. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of Visible Equity, and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and Visible Equity's names or logos mentioned herein are the property of their respective owners. Reference to any products, services, processes, or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.
The Services may contain links to third-party Web sites. These third-party sites are not under the control of Visible Equity. We are providing these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement, or adoption by us of the site or any information contained therein. Visible Equity is not responsible or liable for the contents of any linked site. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any of these third parties. When leaving this Site, you should be aware that our terms and policies no longer govern, and, therefore, you should review the applicable terms and policies, including privacy and data gathering practices, of that site.
UNLESS OTHERWISE AGREED TO IN A SIGNED LICENSE AGREEMENT, THIS SITE, THE MATERIALS, AND THE PRODUCTS AND SERVICES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT USE OF THIS SITE, INCLUDING ALL CONTENT OR DATA DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SITE, IS AT YOUR SOLE RISK. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, AND CONTENT ON THE SITE. WE DO NOT REPRESENT OR WARRANT THAT MATERIALS IN THIS SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. WE ARE NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY.
IN NO EVENT SHALL VISIBLE EQUITY, ITS OFFICERS, DIRECTORS, AGENTS, AFFILIATES, EMPLOYEES, ADVERTISERS, OR DATA PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS SITE, THE MATERIALS OR SERVICES, UNLESS OTHERWISE AGREED TO IN A SIGNED LICENSE AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Certain principles and representatives of Visible Equity are licensed real estate agents or broker in various jurisdictions. However, Visible Equity is not acting as your real estate agent and no agency relationship shall be deemed to exist.
Unless otherwise agreed to in a signed license agreement,
Any claim or controversy arising out of or relating to the use of this Web site, to the products or services provided by Visible Equity, or to any acts or omissions for which you may contend Visible Equity is liable, including but not limited to any claim or controversy as to arbitrability ("Dispute"), shall be finally, and exclusively, settled by arbitration, unless otherwise agreed to in a signed license agreement. The arbitration shall be held before one arbitrator under the commercial arbitration rules of the American Arbitration Association ("AAA") in force at that time. The arbitration shall be venued in Salt Lake City, UT. The arbitrator shall be selected pursuant to the AAA rules or from a list of arbitrators provided by Visible Equity. Filing and other non-award costs will be paid for, in equal shares, by both parties except that the fee to the arbitrator will be paid by the non-prevailing party. To begin the arbitration process, a party must make a written demand. Should any State or Federal law conflict with the above rules for resolving disputes or the AAA rules, such conflicting rules shall be severed from the enforceable rules and the enforceable rules shall survive and control the dispute resolution process. Any gaps left in the process due to severed rules shall be resolved at the discretion of the selected arbitrator.
Any judgment upon the award rendered by the arbitrators may be entered in any court of competent jurisdiction in Salt Lake City, UT. The arbitrators shall not have the power to award damages in connection with any Dispute in excess of actual compensatory damages and shall not multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto. The agreement to arbitrate shall not be construed as an agreement to the joinder or consolidation of an arbitration under this agreement with arbitration of disputes or claims of any non-party, regardless of the nature of the issues or disputes involved.
THIS AGREEMENT PROVIDES THAT ALL DISPUTES BETWEEN YOU AND VISIBLE EQUITY WILL BE RESOLVED BY BINDING ARBITRATION. YOU THUS GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. YOUR RIGHTS WILL BE DETERMINED BY NEUTRAL ARBITRATORS AND NOT A JUDGE OR JURY. You are entitled to a fair hearing, but the arbitration procedures are simpler and more limited than rules applicable in court. Arbitrator decisions are enforceable as any court order and are subject to very limited review by a court. By using Visible Equity's goods and services you consent to these restrictions.
Should a Dispute arise and should the arbitration provisions herein become inapplicable or unenforceable, or in any instance of any lawsuit between you and Visible Equity, the parties agree that jurisdiction over and venue of any suit shall be exclusively in the state and federal courts sitting in Salt Lake City, Utah. If either party employs attorneys to enforce any right in connection with any Dispute or lawsuit the prevailing party shall be entitled to recover reasonable attorneys' fees.
You agree to indemnify, defend, and hold harmless the Visible Equity Parties from and against any third party action, suit, claim or demand and any associated losses, expenses, damages, costs and other liabilities (including reasonable attorneys' fees), arising out of or relating to your (and your users') Submitted Content, use or misuse of any portion of the Product, or your violation of these Terms of Use or a separate License Agreement. You shall cooperate as fully as reasonably required in the defense of any such claim or demand. Visible Equity and any third party involved in creating, producing, or delivering the Product reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, at your expense, and you shall not in any event settle any such matter without the written consent of Visible Equity and any such third party.
You acknowledge that Visible Equity and its licensors have and shall retain exclusive ownership of all proprietary rights in or to the Product, including all U.S. and international intellectual property and other rights such as patents, trademarks, copyrights and trade secrets. This is a license agreement and not an agreement for sale. You shall have no right or interest in any portion of the Product except the right to use the Product as set forth in these Terms of Use and, if you are a Visible Equity Client, your License Agreement. You acknowledge that the Software, Database, Content, Information, Passcode-Protected Product, Non-Passcode-Protected Product, and Product constitute the valuable property and confidential copyrighted information of Visible Equity and its licensors (collectively, the "Proprietary Information"). You agree to (a) comply with all copyright, trademark, trade secret, patent, contract and other laws necessary to protect all rights in the Proprietary Information, (b) not challenge Visible Equity's and its licensor's ownership of (or the validity or enforceability of their rights in and to) the Proprietary Information, and (c) not remove, conceal, obliterate or circumvent any copyright or other notice or license, use or copying technological measure included in the Product. You shall be liable for any violation of the provisions of these Terms of Use and, if applicable, the License Agreement by your employees, Independent Contractors, affiliates and agents and for any unauthorized use of the Product by such persons.
NOTICE -- U.S. Government Rights/Commercial Technical Data and Software Unpublished, Rights Reserved Under the Copyright Laws of the United States
This Site contains commercial technical data and computer software that have been privately developed and are normally vended commercially under a license or lease agreement restricting their use, disclosure and reproduction. In accordance with FAR 12.211, 12.212, 27.405(b)(2) and 52.227-19 and DFARS 227.7202, 227.7102 and 252.227-7015, as well as other applicable supplemental agency regulations, use, reproduction, disclosure and dissemination of this commercial technical data and computer software are governed strictly in accordance with Visible Equity's commercial license agreements, including these Terms of Use.