THE WISE AGENT TERMS OF USE

LAST MODIFIED: SEPTEMBER 25, 2017

ACCEPTANCE TO THE TERMS OF USE

These terms of use are entered into by and between You and The Wise Agent LLC (the “Company”, “we”, or “us”). The following terms and conditions (“Terms of Use” or “Agreement”), govern your access and use of wiseagent.com (the “Site”), including any content, functionality, and services offered on or through WiseAgent.com, or any affiliated website (collectively, the “Services”), whether as a guest or registered user. If you have any questions, please contact us at help@wiseagent.com.

Please read the Terms of Use carefully before you start to use the Site. BY USING THE SITE, YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS OF USE AND OUR PRIVACY POLICY, FOUND AT thewiseagent.com/privacy.asp, INCORPORATED HEREIN BY REFERENCE. If you do not want to agree to these Terms of Use or the Privacy Policy you must not access or use the Site.

This Site is offered and available to users who are 18 years of age or older and reside in the United States or any of its territories or possessions. By using this Site, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site.

1. Changes to the Terms of Use.

We may from time to time and in our sole discretion, revise and update these Terms of Use. All changes are effective immediately when we post them, and apply to all access to and use of the Site thereafter. However, any changes to the dispute resolution provisions set out in Sections 19 or 20 hereof will not apply to any disputes for which the parties have actual notice of before the date the change is posted on the Site.

Your continued use of the Site following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

2. LIMITATIONS OF USE

You may not use the Site for any purpose that is unlawful or prohibited by these Terms of Use, including without limitation, certain provisions of the Real Estate Settlement Procedures Act ("RESPA") and other applicable real estate laws. Information on the Site may be accessed, downloaded, and printed for the purpose of facilitating real estate transactions. You may not distribute, reproduce, alter, modify, create derivative works, license, display, publish, use on any other website, transfer or sell any information, software, lists of users, databases, products or services provided through or obtained from our Site without the prior written permission of the Company and/or the appropriate third party. You agree that you will not use our Site in any manner that could damage, disable, overburden, or impair the Site or interfere with any other party's use of the Site.

You agree that you will not use any robot, spider, other automatic device, or manual process to monitor, disrupt, or copy our web pages or the content contained herein without our prior express written permission. Except with the prior written permission of the Company, you agree to refrain from accessing, or attempting to access secure or non-public areas of our Site. Individuals attempting unauthorized access to prohibited areas of the Site may be subject to prosecution.

3. Accessing the Site and Account Security

We reserve the right to, in our sole discretion and without notice, withdraw or amend this Site or any Services or material we provide on the Site. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict user access to all or part of the Site. We reserve the right to disable any account if, in our opinion, you have violated any provision of these Terms of Use.

You are responsible for:

  • Making all arrangements necessary for you to have access to the Site.
  • Ensuring that all persons who access the Site through your internet connection are aware of these Terms of Use and comply with them.

To access the Site or some of the Services it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete. You agree that all information you provide to register with this Site or otherwise is governed by our Privacy Policy.

You will treat your username, password, and any other piece of information used as part of our security procedures, as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your account.

4. THIRD PARTY ADVERTISING

We do not sell or share your information without your express consent, nor will we allow a third party to access your database without your approval. However, if your account is being paid for by another party, your contact information may be available to them. For your convenience, the Company partners with and allows its users to utilize several third party advertising services (“Advertising Service”). To utilize these Advertising Services, you must expressly authorize the Company to give your contact information and personal database (“Personal Information”) to the Advertising Service. You have the ability to revoke access to your contact database to any of the third parties that you elected to subscribe to by deleting your API key from within Company Site.

The Company may participate in third party advertising contracts under which the third party pays an advertisement fee to Company for advertising exposure to participating users. Company has the right to make contracts with third parties concerning advertising on the Site. These contracts will be established on a case-by-case basis between Company and third parties. It is likely that Company may engage in one or more competing third parties to advertise their services on the Site. Fees and services charged by or provided by other third party vendors are excluded from these Terms of Use.

If you register with a sponsoring promo code, you agree to share only your contact information with the sponsoring party so that they may contact you by phone, person, or email. This information does not include your login information, information about your clients, or access to your account. While users of the Site may engage third party advertisers for services, it is at their sole discretion and their use of the Site and subscription to the Company’s services do not require users to engage such third party advertisers.

5. Service and Subscription Fees

When you elect to purchase a subscription of our Service, you will be charged the subscription fee as posted on our pricing page http://wiseagent.com/pricing.asp at the time you complete your registration. You will be charged on the same day of the payment schedule you select (monthly, bi-annually, or annually). We may change the fees for our services from time to time. Our changes to the pricing policy are effective after we provide you with at least fourteen (14) days' notice of the changes by emailing users concerning pricing policy changes. However, we may choose to temporarily change the fees for our services for promotional events, and such changes are effective when we email users concerning the change. In our sole discretion, we may change some or all of our Services at any time. In the event we introduce a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees associated with using our Services, Site, and all applicable taxes.

By registering for the Services, you acknowledge that after any free trial or promotional period you will be charged a monthly subscription fee to continue to use our Services. At the end of any such free trial or promotional period, you will lose access to your information saved on the Site, unless you complete your registration with payment.

In accordance with RESPA, the users' subscription fee may not be paid by a third party advertiser based upon either: (i) the amount of business referred to such party advertiser; or (ii) the amount of revenues received by the Company from any third party advertiser.

6. Termination

You are not committed to a long term contract when you setup payment for your Wise Agent account. You may terminate your Service and subscription up to twenty-four hours prior to the day payment occurs without being charged. To avoid being charged, you are required to contact the Company via the "Contact Us" button or by emailing support@wiseagent.com requesting to cancel. You will receive a confirmation email that your cancellation request was received and processed. You will not be charged anything further once you receive the confirmation email from our customer support. Save that email for your records. Upon receiving your termination request, if you have requested your database information, you will be contacted by customer support about delivering your information to you.

The Company cannot process refunds or prorate your account for any reason because we make it so easy for you to cancel. If you cancel your account in the middle of your billing cycle (whether you choose a monthly, bi-annual, or annual billing cycle), you will have access to your account until the end of that billing cycle without any additional charge.

7. Intellectual Property

The Site and its entire contents, features, and functionality (including but not limited to all information, software, text displays, images, video, and audio, and the design, selection, and arrangement thereof), are owned by the Company, its licensors, or other providers of such material and are protected by the United States and international intellectual property laws.

These Terms of Use permit you to use the Site for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Site, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your Web browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of the Site for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
  • If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
You must not:

  • Modify copies of any materials from this site.
  • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
  • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
  • You must not access or use for any commercial purposes any part of the Site or any services or materials available through the Site.

If you wish to make any use of materials on the Site other than that set out in this section, please address your request to: help@wiseagent.com.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Site in breach of the Terms of Use, your right to use the Site will stop immediately. You must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Site or any content on the Site is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Site not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

8. FEEDBACK

You may not take any actions that may undermine the integrity of the feedback system. All forms on the Site are provided as available for use by the entire real estate industry. The use of this form is not intended to identify the user as a REALTOR®. REALTOR® is a registered collective membership mark which may be used only by real estate licensees who are members of the NATIONAL ASSOCIATION OF REALTORS and who subscribe to its Code of Ethics. The Company recognizes these forms as reproductions and issue no warrantee as to their validity, legality, or accuracy.

9. BREACH

Without limiting other remedies, we may immediately issue a warning, temporarily suspend, indefinitely suspend, terminate your membership and refuse to provide our services to you if: (a) you breach these Terms of Use or the documents it incorporates by reference; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause legal liability for you, our users, or us.

10. PRIVACY

We use third parties to verify and certify our privacy principles. These organizations are dedicated to building trust in the Internet by having member organizations such as the Company disclose information practices. Our policy on privacy is held to high standards by these independent third party organizations. Our current Privacy Policy is available at http://www.wiseagent.com/privacy.asp.

11. LINKS TO THIRD PARTY SITES

The Site may contain links to third party websites operated by third parties. Such links are provided for your reference only. The Company does not control such third party websites and is not responsible for their contents. The Company's inclusion of links to such third party websites does not imply any endorsement of the material on such third party websites or any association with their operators. Any access or use of such third party websites, including information, material, products and services therein, shall be subject to the Terms of Use of such third party website and shall be solely at your own risk.

12. Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TO IT.

YOUR USE OF THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW

13. LIMITATION ON LIABILITY

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE THE SITE, ANY SITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER SITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

14. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Site, including, but not limited to any use of the Site’s content, services, and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Site.

15. LEGAL COMPLIANCE

You shall comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding your use of our service.

16. NO AGENCY

You and the Company are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by these Terms of Use.

17. NOTICES

Except as explicitly stated otherwise, any notices shall be given by mail to The Wise Agent Attn: Legal Department 16766 E Parkview Ave. #201, Fountain Hills, AZ 85268 US (in the case of Wise Agent) or to the email address you provide to the Company during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to the Company during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.

18. ARBITRATION

Any legal controversy or legal claim arising out of or relating to these Terms of Use or the Services, excluding legal action taken by the Company to collect our fees, recover damages, or obtain an injunction relating to the Site operations, intellectual property, and Services, shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be exclusively conducted in Phoenix, Arizona, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or the Company may seek any interim or preliminary relief from a court of competent jurisdiction in Phoenix, Arizona necessary to protect the rights or property of you or the Company pending the completion of arbitration. Should either party file an action contrary to this provision, the other party may recover attorneys' fees and costs up to $1000.00.

Disputes between you and the Company regarding the Services may be reported to Customer Support by going to at help@wiseagent.com.

19. GENERAL

These Terms of Use shall be exclusively governed in all respects by the laws of the State of Arizona. If any provision of these Terms of Use is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that these Terms of Use and all incorporated agreements may be automatically assigned by the Company, in our sole discretion, to a third party in the event of a merger or acquisition. Headings are for reference purposes only and do not define, limit, construe, or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. These Terms of Use set forth the entire understanding and agreement between us with respect to the subject matter hereof. Sections 5 (Service and Subscription Fees) with respect to fees owed for our services, Section 3 (Accessing the Site and Account Security), Section 12 (Disclaimer of Warranties), Section 13 (Limitation on Liability), Section 14 (Indemnification), and 18 (Arbitration) shall survive any termination or expiration of these Terms of Use.

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