TrSoft - planetRE – Terms and Conditions
These TrSoft - planetRE – Terms and Conditions ("TrSoft Terms") are a contract between You and TrSoft, Inc., a California corporation and its subsidiaries and affiliates (collectively, "TrSoft"), and apply to Your use of and subscription ("Subscription") to TrSoft's planetRE Products and Services (collectively the "planetRE Service") via the www.planetre.com, www.planetre.net, www.planetrecrm.com websites, your own website domain, any third- party websites that access web content generated by TrSoft (the "Site"). BY ACCEPTING THESE TERMS, YOU ARE AGREEING TO BE LEGALLY BOUND BY ALL OF THE TERMS AND CONDITIONS OF THESE TRSOFT TERMS, AS SUCH TRSOFT TERMS MAY BE MODIFIED FROM TIME TO TIME AS PROVIDED BELOW. The planetRE Service is described at www.planetre.com. You agree that TrSoft may change the TrSoft Terms at any time by posting the revised TrSoft Terms on the Site and indicating the date of the last revision at the bottom. TrSoft may, but is not obligated to, provide You with other forms of notice of such changes. However, You waive any right to specific notice of such changes, and Your continued use of the planetRE Service following the posting of the changes or other notification constitutes Your acceptance of such changes or modifications. Therefore, You should frequently review the TrSoft Terms and applicable policies to understand the terms and conditions that apply to Your use of the Site and the planetRE Service. If You do not agree to the amended terms, You must cancel Your Subscription and stop using the planetRE Service.
(a)"Administrative User" means any person not a Primary User who supports a Primary User in his or her use of planetRE Service, including but not limited to an office administrator, agent's personal assistant, transaction coordinator, or loan processor.
(b)"Broker/Manager" means a Primary User who owns or manages the company or an Office.
(c)"Cooperating Agent" means an agent of, or other person operating on behalf of, a party to a Transaction other than Your client.
(d)"Office" means a real estate and/or mortgage office or a particular geographical location of a multi-location real estate and/or mortgage company.
(e)"Personal Information" means certain information which may include, without limitation, Your and Your clients' name, address, email address, and Your Department of Real Estate number or specifics of Your real estate license. Personal Information is also defined in planetRE's Privacy Statement, incorporated by reference herein.
(f)"Primary User" means any person licensed by any governmental agency to deal in or represent parties in real estate or mortgage transactions, including but not limited to a broker, agent, office manager, loan officer, or individual bearing the designation of Realtor (Registered Trademark of National Association of Realtors).
(g)"Transaction" means any particular real estate or mortgage transaction, including but not limited to sale, purchase, lease, property management, exchange, transfer, re-finance, loan acquisition.
(h)"Web Site" means any site or page owned, held, controlled, or provided by TrSoft on the World Wide Web, including the Platforms as defined in planetRE's Privacy Statement
(i)"You" or "Your" means the person entering this Agreement with TrSoft.
(j) "Look and feel" means a combination of elements including but not limited to, color schemes, shapes, logos, buttons, links, text, graphics, frames, borders, boxes, panels, navigation bars, etc.
2. Subscription Data
(a) You will provide (i) accurate, current and complete information as may be prompted by any subscription forms when You subscribe to the planetRE Service ("Subscription Data"); (ii) maintain and promptly update the Subscription Data, and other account-related information You provide to TrSoft, to keep it accurate, current and complete; and (iii) accept all risks of unauthorized access to the Subscription Data and other information You provide to TrSoft.
(b)If You have not already created an account with TrSoft, when You subscribe to the planetRE Service You will be asked to create an account. You are entirely responsible for maintaining the confidentiality of Your password, and You agree to maintain the security of Your password. You agree not to use the account, username, or password of another TrSoft user at any time, and agree to notify TrSoft immediately if You suspect any unauthorized use of Your account or access to Your password. You are solely responsible for any and all use of Your account.
3. Your Submissions
The planetRE Service will allow You to submit certain information and materials to TrSoft, including, without limitation, forms, documents, text, photographic images, as part of Your use of the planetRE Service ("Submissions"). Under these TrSoft Terms, You agree that You will not post, place or transmit any of the following material using the planetRE Service and that Your Submissions will not include:
(a)any threatening, defamatory, abusive, obscene, pornographic, inappropriate, unlawful or profane material or any other material that could give rise to any civil or criminal liability under applicable law.
(b)any material that could infringe rights of privacy, publicity, copyrights or other intellectual property rights without the permission of the owner of these rights and the persons (or their parents or legal guardians, where applicable) who are shown in the material, if applicable; or
(c)any material that promotes bigotry, racism, hatred or harm against any individual or group.
4. Non-Binding Effect of Web Site Submissions
YOU ACKNOWLEDGE AND AGREE THAT NO SUBMISSION YOU OR ANY USER ON YOUR BEHALF MAKE TO TRSOFT OR PLANETRE WEB SITE SHALL HAVE ANY LEGALLY BINDING EFFECT IN CONNECTION WITH A REAL ESTATE OR MORTGAGE TRANSACTION. SUCH SUBMISSIONS SHALL NOT CONSTITUTE, AND YOU AGREE NOT TO MAKE ANY ATTEMPT TO ENFORCE THEM AS, AN OFFER, A COUNTEROFFER, AN APPLICATION, AN APPROVAL, AN ACCEPTANCE, A CONTRACT, OR A MODIFICATION OF ANY KIND, OR TO PROVE OR ESTABLISH THE TERMS OF ANY TRANSACTION. You agree to consult and rely only upon proper legal forms and properly authorized communications to determine what offers, counteroffers, applications, acceptances, approvals, contracts, or modifications have been made in any Transaction. You agree that the Web Site and the information submitted to or contained in it are simply an informational accommodation for the convenience of users, and may not be relied upon in any way. You agree to indemnify and hold TrSoft harmless from any and all claims arising from any attempt to enforce any submission to the Web Site as an offer, a counteroffer, an application, an acceptance, an approval, a contract, or a modification of any kind, or to use such submission to prove or establish the terms of any Transaction.
5. Risk of Web Site Use
(a)TrSoft acts as a passive conduit for the online distribution and routing of user-submitted information, and has no obligation to investigate, monitor, screen, scan, or censor communications, information, documents, or other material submitted by users. The documents uploaded directly by any users may NOT be scanned for viruses. Therefore, You are responsible to run a virus scan on any document that you are uploading or any document that was uploaded by someone else that You are downloading.
(b)TrSoft does not represent, warrant, or guarantee the delivery and distribution of the hard-copy documents scanned with bar-coded coversheets, and emailed to the email address provided by TrSoft , documents scanned and emailed to Your or other user’s Document Inbox, the soft-copy documents uploaded by You or by anyone on Your behalf. There is no guarantee that the documents uploaded by You will be accurately filed in the correct transaction folder and correct viewing privileges be assigned to other parties.
(c)TrSoft does not represent, warrant, or guarantee the truthfulness, accuracy, or reliability of communications posted by users or endorse any opinions expressed by users. You acknowledge that there are risks, including but not limited to the risk of loss, fraud, or physical harm, of dealing with strangers, or persons who may be acting under false pretenses or a false identity. Your use of the Web Site, its material, and the planetRE Service IS AT YOUR OWN RISK. You
acknowledge that You must, and You do, assume all risks associated with dealing with or relying on other users with whom You come in contact through TrSoft, planetRE Service, or the Web Site.
(d)TrSoft is a facilitator only, and is not involved in any real estate or mortgage transaction as either a principal or the agent of any principal. As a result, TrSoft has no involvement with or control over, and shall have no liability for, the quality, accuracy, truth, reliability, completeness, timeliness, safety, or legality of any information posted or Transaction proposed or consummated, or the ability of any participant in the transaction, whether or not introduced by TrSoft to any other participant, to perform as offered or promised. TrSoft does not represent, warrant, or guarantee the professional competence or current licensing or certification status of any real estate agent or loan agent or other user acting or purporting to act as a professional.
(e)All workflow generated as part of the Services, including without limitation identified tasks, due dates, and identified documents or reports, are based on general real estate and mortgage practices, master setup data provided by the Primary Users, and may depend on the information provided by other users; such workflow may not include all necessary or relevant tasks, and task due dates may not be correct.
(f)All transaction information You provide to the Web Site may be available to and may be changed by other users both inside and outside Your Office. Information provided or changes made by other users, may affect the workflow lists and other information generated by the planetRE system.
(g)If You access the Web Site from outside of the United States, You do so at Your own risk and are responsible for compliance with the laws of Your jurisdiction.
(h)In the event that You have a dispute with or claim against one or more other users of the Services or the Web Site, or service providers located through or offering services via the Web Site, You hereby release TrSoft and its affiliates, agents, and employees from claims, demands and damages (actual and consequential, direct and indirect) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
(i)As to all releases given by You as part of this Agreement, You waive the protections of California Civil Code Section 1542.
6. planetRE Vault™
(a)License to planetRE Vault will provide You with access to the archived digital document folders after the transaction is closed or cancelled. Closed or cancelled transactions will remain in the active area for minimum of 30 days after the date of closing or cancellation and then will be moved to an archive area with future access for You. License to planetRE Vault is confirmed by your signature on Addendum A to the Purchase Order Agreement.
(b)The Archived files would be held for the time period agreed upon in the signed Purchase Order, provided this contract is still active and Financial Terms are met based on the signed Purchase Order.
(c)planetRE Vault SecurID(TM) Token will be required to access planetRE Vault. Please refer to the Purchase Order for the yearly charge per Token. In the event of contract termination by TrSoft or contract expiration, You agree to promptly return the SecurID Token to TrSoft.
(d)As part of the planetRE Vault, usage of certain storage space will be allocated to You. If You exceed the assigned storage space, there may be additional changes. (Please refer to the Purchase Order for details)
(e) For any reason You decide not to use the Vault, You understand that after 30 days from the date of successful closing or cancellation of a transaction folder, all the data on that transaction, including but not limited to, documents, document details, email log, communication logs, tasks, transaction summary report, listing feedback, participants, disclosure folder log, file review, transaction log will be deleted permanently from the system, and hence will not be accessible to anyone. You are totally responsible for printing and/or downloading all the data and documents on the transaction to your computer before it is permanently deleted from the system.
6A: planetRE may provide You with a link to the Skyharbor (www.skyharbor.app) subscription service, so that You can create and customize one Non-Fungible Token ("NFT") to represent and/or memorialize Your transaction and/or the purchase and sale of the real property involved in your transaction. Any such NFT you create or own has no intrinsic or actual monetary value, is not marketable, is not suitable to be sold, transferred, or conveyed to any other person as an investment, or for any investment purposes, and is provided to you for your entertainment purposes only. You agree that if you create or own any such NFT provided by the Skyharbor service, planetRE will have no liability to You for any claims, demands, or causes of action that You have, or may have, against planetRE arising out of, or in any way related to, Your creation, ownership, and use of such NFT.
If you create such an NFT using the Skyharbor application, planetRE is not responsible to You for the creation, storage, sale, marketing, or transfer of the NFT. You, as the creator and owner of such NFT, are solely responsible for providing storage for the NFT, to protect the NFT from data or blockchain corruption, and to protect the NFT from theft, misuse, and misappropriation. You are solely responsible to protect Yourself and your interests in any monetary or non-monetary transaction involving the NFT.
YOUR CREATION AND OWNERSHIP OF AN NFT PURSUANT TO THIS AGREEMENT IS WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, WORKMANSHIP, OR FITNESS FOR A PARTICULAR PURPOSE. IF YOU CREATE OR OWN AN NFT PURSUANT TO THIS AGREEMENT, YOU HEARBY WAIVE, RELEASE, AND HOLD HARMLESS PLANETRE FOR ANY ALLEGED BREACH OF ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, WORKMANSHIP, OR FITNESS FOR A PARTICULAR PURPOSE, AND YOU ACCEPT ANY SUCH NFT "AS IS, WITH ALL FAULTS."
7. planetRE Website Customization
You hereby give express permission to TrSoft to use the "look and feel" of Your or Your Company's Website in order to customize planetRE for You. You understand and agree that once the customization is completed, planetRE web pages accessed by broker, office manager(s), office staff members, agents, assistants, Loan officers, buyers, borrowers, tenants, sellers, and landlords will have a "look and feel" similar to that of Your or Your Company’s Website. You hereby confirm that You are the owner of the copyright on Your or Your Company's Website or have the copyright owner's express permission to use the "look and feel" and related text from Your or Your Company's Website for planetRE customization. Further, You agree to defend, indemnity, and hold TrSoft harmless from any claims or actions pertaining or related to using copyrighted material from Your or Your Company's Website.
8. AI Chatbot, Video and Image Processing
TrSoft-planetRE may provide You with a link to the chocolatechips.ai (www.chocolatechips.ai) subscription service, to help with creating AI Generated marketing collateral contents within any part of the system as a standalone tool or embedded in other programs. We expect You to use AI (ChatGPT and image/video generation and other AI tools) AS IS. No explicit or implicit warranty is made of any kind for its usage, correctness, accuracy or results from these new AI tools. You are expected to audit the contents including Copyrights, use the output at Your own risk as you deem appropriate and take full responsibility for it.
Be aware of the limits of ChatGPT and other AI tools (General Guidelines):
· If you provide minimum effort prompts, you will get low quality results. You will need to refine your prompts in order to get good outcomes. This will take work.
· Don't trust anything it says. If it gives you a number, images or fact, assume it is wrong unless you either know the answer or can check in with another source. You will be responsible for any errors or omissions provided by the tool. It works best for topics you understand.
· Certain imagery generated from sources like Stable Diffusion and others may be visually disturbing , culturally or politically unacceptable or may have copyright issues underneath. You need to realize this has been generated by a machine by third party vendors using massive web training data sets of which we have no control over.
· AI is a tool, but one that you need to acknowledge using.
· Be thoughtful about when this tool is useful. Don't use it if it isn't appropriate for the case or circumstance
9. Refusal of Services
You shall provide prompt notice to Your clients that You intend to use or are using the planetRE Services for a Transaction in which they are buyers, sellers, landlords, tenants, borrowers and shall offer them the option to refuse use of planetRE Services. In the event of such refusal, You shall immediately cease all use of the planetRE Services for that Transaction.
10. Other Parties or Service Providers
(a)Upon registration, You may be asked to provide TrSoft with Personal Information. TrSoft may disclose to third parties, on an anonymous basis, certain aggregate information based in part on Your Personal Information. TrSoft will use reasonable efforts to avoid disclosing to any third-party portions of Your Personal Information that are personally identifying without Your prior
consent, except to the extent necessary or appropriate to comply with applicable laws or in legal proceedings where such information is relevant.
(b)TrSoft shall have the right to contact, by E-mail or other means, all persons whom You identify to TrSoft or on the Web Site as being "Team Members/Service Providers," or as otherwise connected with a Transaction, for purposes of informing such persons of, and inviting such persons to subscribe to, TrSoft's planetRE Services. You agree to indemnify and hold TrSoft harmless from any and all claims arising from such notification. You further agree to indemnify and hold TrSoft harmless from any and all claims arising from TrSoft's contact with such other parties or service providers, whether or not connected with a Transaction, whose identities You may provide to TrSoft from time to time.
(c)TrSoft may offer third party services and products to You and to Your client; such offers may be made by TrSoft or by third parties.
(d)You shall remain responsible for all acts or omissions of all users You register with or introduce to TrSoft or planetRE Service or the Web Site, and agree to indemnify and hold TrSoft harmless from any such acts or omissions.
(e)You acknowledge that other parties to a Transaction or providers of products or services may have an arrangement or relationship with TrSoft, as part of which fees or consideration may be paid to TrSoft. You agree that all such arrangements or relationships are deemed independent of, and do not affect, these TrSoft Terms. You waive any disclosure or accounting pertaining to any such arrangements or relationships. Any such arrangements or relationships shall have no effect on the amount due under these TrSoft Terms. Further, You acknowledge and agree that TrSoft does not warrant the quality or reliability of such products or services and shall not be liable for any damages or claims that may arise from the provision of or related to such products or services.
(f)As part of the planetRE Service, TrSoft may, but is not obligated to, make available to You, Your clients, or others the names of one or more providers of goods and services related to a Transaction ("Providers"), for example title insurance companies or escrow agents, and the Web Site may contain links to Providers' web sites. You acknowledge that TrSoft may be compensated by others for making such names or links available. You further acknowledge that You are solely and finally responsible for selecting which providers of goods and services to use for the Transaction, whether or not their names or links are made available by TrSoft. Whether or not You select providers whose names or links are made available by TrSoft will have no effect on TrSoft's provision of planetRE Services to You. The provision of such names or links is solely as a convenience to You and Your clients, and does not constitute any sort of endorsement, recommendation, warranty, or offer of indemnity by TrSoft as to the suggested Provider or any aspect of any good or service to be provided by such Provider. To the contrary, You remain fully responsible for investigating any and all Providers, and You bear the full risk for any deficiency or dissatisfaction with any Provider or its goods or services. Further, You agree to defend, indemnity, and hold TrSoft harmless from any claims or actions pertaining or related to any Provider or any such good or service. Further, TrSoft is not responsible for the content of any linked third-party web site and does not make any representations regarding the
content, accuracy, or safety of materials on such web sites. If You or Your clients decide to access such third party's web site, such access is solely at Your own risk.
(h)All Personal Information, as defined in planetRE's Privacy Statement, collected by planetRE during the course of providing goods and services, and all works of any kind derived therefrom, shall be the exclusive property of planetRE, and may be used by planetRE or its subsidiaries, affiliates, and partners, at their sole discretion, without compensation to you.
11. Subscriptions; Payment
TrSoft will make available to You one or more Subscription packages for the planetRE Service. The term of the Subscription (the "Subscription Term") and benefits of each Subscription package as well as the fees and charges applicable to such Subscription (the "Subscription Fees") are set forth on the Site at www.planetre.com and/or on the signup form and/or on the purchase order agreement that you signed. Subscriptions will automatically renew for an additional Subscription Term equal to the length of the original Subscription Term unless You request cancellation at least 30 days prior to the renewal date. The Subscription packages available and the Subscription Fees and other terms and conditions applicable thereto are subject to change by TrSoft at any time by posting such revisions on the Site. Such changes shall be applicable to any new Subscription Term commencing after such changes are posted on the Site. You agree to pay all Subscription Fees in advance in U.S. Dollars. The planetRE Service is billed in advance on a monthly, quarterly, or yearly basis and is non-refundable. There will be no refunds for partial months, full months, partial quarters, full quarters, partial year or full year of service, or for months, quarters, years unused with an open account. In order to treat everyone equally, no exceptions will be made. You must provide TrSoft with a valid credit card or other payment method approved by TrSoft, and You authorize TrSoft to automatically charge the Subscription Fees in advance for each Subscription Term to such credit card or other payment method until Your Subscription is cancelled or otherwise terminated. In the event that Subscription Fees are not paid on a timely basis, including without limitation due to an invalid or expired credit card number, TrSoft may, in addition to any other available remedies, suspend or terminate Your Subscription, and any unpaid amounts will bear interest at the rate of one percent (1%) per month (or the highest rate permitted by law, if less) or will bear late fee at the rate of 10% (or the highest rate permitted by law, if less). Subscription Fees are exclusive of applicable taxes. You are responsible for paying
(a) all taxes, government charges, and
(b)reasonable expenses (including collection agency and attorneys’ fees) TrSoft incurs collecting unpaid amounts. To the fullest extent permitted by law, You waive all claims relating to charges
unless claimed within 60 days after the charge (without prejudice to Your credit card issuer rights). Nothing in these TrSoft Terms obligates TrSoft to extend credit to any party.
12. Representations and Warranties
You hereby represent, warrant and covenant to TrSoft that:
(a) You have the full right, power and authority to enter into this Agreement.
(b)You will comply with all applicable local, state and federal laws, ordinances, regulations and orders with respect to Submissions, including without limitation the Fair Housing Act.
(c)Your Submissions will not infringe upon or violate the rights of any third party and will otherwise comply with all TrSoft Terms.
(d)all information provided by You in connection with the planetRE Service will be true and correct.
(e)if required, You have in effect all licenses and authorizations required by all applicable authorities allowing You to act as a licensed real estate professional.
13. License and Removal of Submissions
TrSoft is not responsible for, and has no obligation to review, edit or comment on, the content of Submissions provided by TrSoft users. However, TrSoft reserves the right in its discretion to (i) delete, disable access to, move or edit Submissions in its sole discretion for any reason or no reason, or (ii) take any other action that TrSoft deems necessary relating to use or misuse of the planetRE Service. You hereby grant to TrSoft a non-exclusive, royalty-free license to use, publish, copy, modify, transmit, display and distribute Your Submissions in connection with the planetRE Service. In addition, You warrant that all moral rights in any Submissions and uploaded materials have been waived and do hereby waive any such moral rights.
14. Age Requirements
You must be at least 18 years of age to use the planetRE Service. By using the planetRE Service, You represent and warrant that You are 18 years of age or older and that You agree to abide by all of the terms and conditions of these TrSoft Terms.
15. Cancelling Your Subscription or the planetRE Service. If You violate any of these TrSoft Terms, TrSoft may, in addition to any other rights and remedies it may have, immediately terminate Your Subscription to the planetRE Service without any notice or other action by TrSoft. In the event of such termination, no amounts that You may have prepaid for use of the planetRE Service will be refunded. You may not cancel planetRE Service during the Term of the contract, detailed on the Purchase Order Agreement that you signed with TrSoft or terms of the online subscription. If TrSoft discontinues the planetRE Service or cancels Your Subscription thereto other than for a breach or violation of these TrSoft Terms, TrSoft will
either, at its sole option, continue to provide the planetRE Service for the remainder of Your Subscription Term (up to a maximum of thirty (30) days) or refund You a prorated portion of the Subscription Fees for the current Subscription Term.
17. General Conditions
(a)Your use of the Service is at Your sole risk. The service is provided on an "as is" and "as available" basis.
(b) Technical support is only provided to paying account holders and is only available via email.
(c)You understand that TrSoft uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the planetRE Service.
(d)You must not modify, adapt or hack the planetRE Service or modify another website so as to falsely imply that it is associated with the planetRE Service or TrSoft
(e)You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the planetRE Service, use of the planetRE Service, or access to the planetRE Service without the express written permission by TrSoft.
(f) Verbal, physical, written or other abuse (including threats of abuse or retribution) of any TrSoft customer, employee, member, or officer will result in immediate account termination.
(g)You understand that the technical processing and transmission of the Service, including Your Content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
(h)You must not upload, post, host, or transmit unsolicited email, SMSs, or "spam" messages.
(i)You must not transmit any worms or viruses or any code of a destructive nature.
(j)TrSoft does not warrant that (i) the planetRE Service will meet Your specific requirements, (ii) the planetRE Service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the planetRE Service will be accurate or reliable, (iv) the quality of any products, services, information, or other material
purchased or obtained by You through the planetRE Service will meet Your expectations, and (v) any errors in the planetRE Service will be corrected.
(k)You expressly understand and agree that TrSoft shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for lost profits, lost goodwill, use, lost data, lost documents, business interruption or other intangible losses (even if TrSoft has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the planetRE Service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the planetRE Service; (iii) unauthorized access to or alteration of Your transmissions or data; (iv) statements or conduct of any third party on the planetRE Service; (v) or any other matter relating to the planetRE Service.
(l)DISCLAIMERS REGARDING THE SOCIALITE CRM PRODUCT: ) In the Socialite CRM product, TrSoft provides, when available, deep integration with third-party social media hosts and providers as related to marketing campaigns and synching contact data, as well as other features. TrSoft makes no representations, warranties or guarantees that such integration or other features can or will continue to be provided by said social media hosts and providers. Such integration and all other features and privileges are subject to change, modification or revocation by social media hosts and providers others without notice to TrSoft or You. Furthermore, TrSoft does not represent, warrant or guarantee that such integration and other features will remain accessible, functional, and/or accessible at any given times, and said integration and features may go off-line for unspecified reasons at any time, for indefinite periods of time. TrSoft bears no responsibility or duty to contact such third-party social media hosts and providers or to take any actions whatsoever to provide, repair, fix, troubleshoot or otherwise remedy any problems regarding lack of accessibility or functionality of said integration or other features.
(m)DISCLAIMERS REGARDING ON-LINE PROPERTY SEARCH FEATURES: TrSoft provides, when available, access to on-line property search data from third-party sources such as HowLoud, OnBoard, or others. TrSoft makes no representations, warranties or guarantees that such integration or other features can or will continue to be provided by said third-party providers. Such features and privileges are subject to change, modification or revocation by said third-party providers others without notice to TrSoft or You. Furthermore, TrSoft does not represent, warrant or guarantee that such third-party features will remain accessible, functional, and/or accessible at any given times, and said features may go off-line for unspecified reasons at any time, for indefinite periods of time. TrSoft bears no responsibility or duty to contact such third-party providers or to take any actions whatsoever to provide, repair, fix, troubleshoot or otherwise remedy any problems regarding lack of accessibility or functionality of said features.
(n) DISCLAIMERS REGARDING E-MAIL MARKETING PLANS: Some TrSoft subscribers may participate in e-mail marketing campaigns, including bulk e-mail, drip email, or predictive e-mail marketing campaigns made available through TrSoft through
third-party vendors, including, for example, Amazon SES and Constant Contact. These vendors require that subscribers comply with their respective their respective Acceptable Use Policies ("AUP"), which may set forth required actions and practices, as well as those actions and practices that are unacceptable and prohibited, respecting the use of any product or service created, developed, sold, licensed, delivered, supplied or performed by such email vendors ("Bulk E-Mail Vendors"), whether directly or through another party, and under a signed agreement or otherwise (each a "Bulk E-Mail Vendor Product"). Each entity and individual providing services with or using a Bulk E-Mail Vendor Product (“User”) agrees to abide by such AUP. Such AUPs may require YOUR compliance with conditions, rules or procedures, including, but not limited to the following rules:
1. User may not use a Bulk E-Mail Vendor Product to directly or indirectly send, transmit, handle, distribute or deliver: (a) unsolicited email (“spam” or “spamming”); (b) email to an address obtained via Internet harvesting methods or any impermissible electronic collection of address or other information; or (c) email to an address that is incomplete, inaccurate and/or not updated for all applicable opt-out notifications, using best efforts and best practices in the industry, nor may User assist in any such actions, nor engage or enlist another to do so. Email is not unsolicited within the meaning of this AUP if it complies with all provisions of the CAN-SPAM Act of 2003 (Controlling the Assault of Non-Solicited Pornography and Marketing Act) , 15 U.S.C. sec. 7701 et seq
2. In addition, and without limitation to any preceding paragraph, User may not directly or indirectly send, transmit, handle, distribute or deliver any email using a Bulk EMail Vendor Product (nor assist in any such action, nor engage or enlist another to do so) with content, or in a manner that: (a) is threatening, abusive, harassing, or defamatory; (b) is deceptive, false, misleading or fraudulent; (c) is invasive of another’s privacy; (d) contains vulgar, obscene or indecent material; (e) infringes a third party’s intellectual property right(s); (f) violates export control laws and/or regulations; (g) violates the usage standards or rules of an entity affected by User’s use, including without limitation any ISP, ESP, or news or user group (and including by way of example and not limitation circumventing or exceeding equipment use rights and restrictions and/or location and path identification detail); (h) is legally actionable between private parties and/or (i) is in violation of any applicable local, state, national or international law or regulation, including without limitation the CAN-SPAM Act of 2003 (Controlling the Assault of Non- Solicited Pornography and Marketing Act) , 15 U.S.C. sec. 7701 et seq.
3. In addition, and without limitation to any preceding paragraph, User warrants that each email sent by or for it using a Bulk E-Mail Vendor Product shall contain, for User and any entity on behalf of which it is providing any product or service: (a) current and accurate full legal entity name, full and accurate detail in the header and respecting any other identifying and contact information provided by User, including without limitation respecting domain name(s) or URL(s); (b) an advisement that the recipient may unsubscribe, opt-out or otherwise demand that use of its information cease for unsolicited or otherwise impermissible and/or inappropriate communication(s) as described herein; and (c) information on one or more methods by which the recipient may notify User of its election to unsubscribe, opt out or otherwise demand that use of its information cease for
Unsolicited or otherwise impermissible and/or inappropriate communication(s) as described herein. User warrants it shall comply promptly with all opt out, unsubscribe, “do not call” and “do not send” requests.
4. User agrees not to use a Bulk E-Mail Vendor Product in connection with conduct that, whether intentional or unintentional and with or without a disruptive or malicious manner, intent or purpose, impacts the normal functioning, operation, privacy, integrity or security of another’s account(s), domain name(s), URL(s), website(s), network(s), system(s), facilities, equipment, data, other information or property, or business operations, or gains unauthorized access to, or uses, monitors or makes an unauthorized reference to, any such item(s) without such party’s express prior consent. Examples without limitation of such prohibited actions include hacking, spoofing, denial of service, mailbombing and/or sending any email with that contains or transmits any virus or propagating worm(s), or any malware, whether spyware, adware or other such file or program.
5. In addition, and without limitation to any preceding paragraph, User warrants each email address provided by User to Bulk E-Mail Vendor for use by Bulk E-Mail Vendor in providing a Bulk E-Mail Vendor Product complies with the preceding paragraphs. User acknowledges and agrees Bulk E-Mail Vendor has no liability to it or any other party for use of any data or information as provided to Bulk E-Mail Vendor by User for the use for which it was provided.
6. User agrees, except to the extent express prior written permission has been given for any such use, not to use any name, logo, tagline or other mark of Bulk E-Mail Vendor or a Bulk E-Mail Vendor Product, or any identifier or tag generated by a Bulk E-Mail Vendor Product: (a) as a hypertext link to any website or other location (except as provided for or enabled expressly by Bulk E-Mail Vendor), or (b) to imply identification with Bulk E-Mail Vendor as an employee, contractor, agent or other similar representative capacity. User also agrees not to remove or alter any such items as may have been provided or enabled by Bulk E-Mail Vendor.
7. In addition, and without limitation to any preceding paragraph, User agrees that this AUP applies to any voice or message to mail, fax to mail, mail to fax or other voice or text note or message that utilizes the internet or email as a part of transmission in the path from origination to delivery in any medium. YOU ARE ADVISED THAT YOUR violation and/or breach of such an AUP may result in immediate suspension, revocation or termination of your bulk e-mail account and/or access to bulk e-mail services of said Bulk E-Mail Vendors. YOU acknowledge that such Bulk E-Mail Vendors may disclose information regarding YOUR use of Bulk E- Mail Vendor Product(s) to satisfy any law, regulation, government request, court order, subpoena or other legal process; provided that if it is not prohibited from keeping the disclosure secret, it will notify User of such required disclosure.
YOU ARE ADVISED THAT these Bulk E-Mail Vendors may reserve the right to supplement, modify, amend or supersede their AUPs, without notifying YOU. TrSoft bears no responsibility or duty to contact such Bulk E-Mail Vendors on your behalf, or to take
any actions whatsoever to provide, repair, fix, troubleshoot or otherwise remedy any problems regarding the suspension, termination, or revocation of your bulk e-mail privileges for any reason.
18. Indemnification. You will indemnify, defend and hold harmless TrSoft, its officers, directors, employees, agents, licensors, suppliers and any third-party information providers to the planetRE Service from and against all claims, liabilities, losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from (i) any violation of these TrSoft Terms, including, without limitation, a breach of Your representations and warranties, (ii) Your profile on planetRE, and/or any activity related to access to or use of the planetRE Service by You or any person accessing the planetRE Service through You and/or (iii) any Submission You provide, including without limitation any claim that a Submission infringes or violates a third party's intellectual property or other rights.
19. Disclaimer of Warranties and Limitation Of Liability
(a)THIS PLANETRE SERVICE IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT USE OF THE SITE, INCLUDING ALL CONTENT OR DATA DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SITE, IS AT YOUR SOLE RISK. TRSOFT DISCLAIMS 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. TRSOFT DOES NOT REPRESENT OR WARRANT THAT MATERIALS ON THIS SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. TRSOFT IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY.
(b)TRSOFT DOES NOT WARRANT THAT THE WEB SITE AND PLANETRE SERVICES INCLUDING TRANSACTION MANAGEMENT SERVICES USING REMOTE STAFF WILL OPERATE ERROR-FREE OR THAT THE WEB SITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MECHANISMS. IF YOUR USE OF THE WEB SITE OR THE PLANETRE SERVICES RESULTS IN DAMAGE TO OR NEED FOR SERVICING OR REPLACING OF EQUIPMENT OR DATA, TRSOFT SHALL NOT BE RESPONSIBLE FOR THOSE COSTS.
(c)THE WEB SITE AND PLANETRE SERVICE ARE PROVIDED STRICTLY ON AN "AS IS" BASIS WITHOUT ANY WARRANTIES OF ANY KIND. TRSOFT, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, AND NONINFRINGEMENT. TRSOFT MAKES NO WARRANTIES ABOUT THE ACCURACY, TRUTH, RELIABILITY, COMPLETENESS, SAFETY, LEGALITY, OR TIMELINESS
OF INFORMATION, MATERIAL, SERVICES, SOFTWARE, TEXT, GRAPHICS, DOCUMENTS, OR LINKS.
(d)YOU AGREE THAT THE AGGREGATE LIABILITY FROM TRSOFT AND ITS AGENTS AND AFFILIATES TO YOU FOR ALL CLAIMS ARISING FROM THE USE OF THE WEB SITE AND/OR PLANETRE SERVICE SHALL BE LIMITED TO TWENTY FIVE DOLLARS ($25).
(e)IN NO EVENT SHALL TRSOFT, 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 OR LOSS OF DOCUMENTS) 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 THE SITE, THE SUBMISSIONS OR THE PLANETRE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
20. Choice Of Law, Waiver, And Claims
These TrSoft Terms shall be governed by the laws of the State of California without regard to its conflict of law provisions to the contrary. TrSoft's failure to exercise or enforce any right or provision of the TrSoft Terms will not be deemed to be a waiver of such right or provision. If any provision of these TrSoft Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these TrSoft Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the planetRE Service must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Any controversy or claim arising out of or relating to these TrSoft Terms or the planetRE Service will be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association ("AAA"). Any such controversy or claim must be arbitrated on an individual basis, and must not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration must be conducted in San Francisco, California, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either TrSoft or You may seek any interim or preliminary relief from a court of competent jurisdiction in San Francisco, California, as necessary to protect the rights or property of You or TrSoft.
(a)Your rights and obligations under this Agreement are not transferable, assignable, or sublicensable, in whole or in part, to any other person or entity. Any such attempted transfer, assignment, or sublicense shall be null and void.
(b)This Agreement contains all the understandings and agreements between You and TrSoft concerning the planetRE Service and the Web Site, and supersedes and supplants all other previous or contemporaneous understandings or agreements, oral or written, between You and TrSoft on these subjects.
(c)If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the remaining provisions of this Agreement shall not be affected, but shall instead remain in full force and effect.
(d)No waiver of any term or breach of this Agreement shall be deemed a further or continuing waiver of such term or breach or any other term or breach.
(e)The headings in this Agreement are for convenience of reference only, and form no part of this Agreement.
(f)Questions about the TrSoft Terms should be sent to firstname.lastname@example.org.
(Last Updated: February 27, 2023)