Introduction
Welcome to the San Francisco Association of REALTORS® (“SFAR”) Website accessible at my.sfrealtors.com. The following Terms and Conditions (the “Terms and Conditions”) govern your use of this Website.
Access and Use Agreement
By accessing and using this Website, you agree to accept all of the Terms and Conditions set forth below. You must not use this Website if you disagree with any of the Terms and Conditions.
Certain areas of this Website are restricted from being accessed by you, and SFAR may further restrict access by you to any areas of this Website, at any time, in its absolute discretion. Any user ID and password you may have for this Website are confidential and you must maintain the confidentiality such user IDs and passwords.
INTELLECTUAL PROPERTY RIGHTS; LIMITED REVOCABLE USE LICENSE
The San Francisco Association of REALTORS® and/or its licensors own all the intellectual property rights to the information, images, data, text, graphics, audio, video, word, pdf or other files and other materials, contained on this Website (collectively the “Content”). This Website and the Content are strictly for your personal, private and non-commercial use. You agree by accessing and using this Website (a) that SFAR owns all Content and (b) not to distribute, publish, link or reproduce the Content in any form or media, modified or unmodified.
You are granted a limited nonexclusive, fully revocable license to access and use this Website and the Content subject to the Terms and Conditions. SFAR reserves the right to immediately terminate such license with or without notice in the event of violation or any circumvention of the Terms and Conditions.
PROHIBITED CONDUCT
You are specifically prohibited from any of the following as determined by SFAR in its sole discretion:
Publishing any Website material in any other media;
Selling, sublicensing and/or otherwise commercializing any Website material;
Publicly performing and/or showing any Website material;
Using this Website in any way that is or may be damaging to or overly burdening upon this Website;
Using this Website in any way that impacts user access to this Website;
Using this Website contrary to applicable laws and regulations, or in any way which may cause harm to the Website, or to any person or business entity;
Engaging in any data mining, data harvesting, data extracting or any other similar activity in relation to this Website; and
Using this Website to engage in any advertising or marketing.
REQUIREMENTS FOR POSTING YOUR CONTENT
“Your Content” shall mean any audio, video text, images or other material you choose to display on this Website. By displaying Your Content, you grant SFAR a non-exclusive, worldwide irrevocable, sub-licensable license to use, reproduce, adapt, publish, modify, translate and distribute. Your Content in any and all media.
Your Content must be entirely owned by you not infringe upon any third-party’s rights. By posting Your Content on this Website, you represent and warrant to SFAR that you hold all intellectual and other legal rights to Your Content, are fully authorized to post and use is and do not need any consent from anyone else to do so. SFAR reserves the right to remove any of Your Content from this Website at any time without notice in its sole discretion.
NO WARRANTIES; “AS IS”
This Website and the Content is provided “as is,” “as available” with all faults, and without any representations or warranties whatsoever, express or implied, including but not limited to any implied warranties of fitness, merchantability, or non-infringement.
LIMIT ON LIABILITY; PRIVATE LIMITATIONS
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL SFAR OR ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, REPRESENTATIVES AND ALL PERSONS ACTING FOR OR ON EACH OF THEIR BEHALF BE LIABLE TO ANYONE ACCESSING OR USING THIS WEBSITE OR ITS CONTENT FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, LOST REVENUES, LOST OPPORTUNITIES, INTERRUPTION OF BUSINESS OR OTHER INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR PUNITIVE OR EXEMPLARY DAMAGES, WHETHER AS THE RESULT OF A CLAIM IN TORT OR CONTRACT, FOR INDEMNITY OR OTHERWISE.
IN THE EVENT OF ANY CLAIM WHATSOEVER ARISING FROM OR RELATING TO THIS AGREEMENT, THE SOLE REMEDY OF ANYONE ACCESSING OR USING THIS WEBSITE OR ITS CONTENT FOR ANY CLAIM DAMAGES ARISING FROM THIS AGREEMENT OR SUCH ACCESS OR USE SHALL BE TO STOP USING THE WEBSITE AND ITS CONTENT. EXCEPT FOR A CLAIM FOR EXPRESS INDEMNIFICATION, ANY CLAIM BROUGHT HEREUNDER MUST IN ANY EVENT BE COMMENCED WITHIN ONE YEAR AFTER IT ARISES OR AFTER THE TERMINATION OF THIS AGREEMENT, WHICHEVER OCCURS FIRST.
Indemnification
By accessing and using this Website and Content you agree to indemnify, reimburse, exonerate, pay, defend and hold SFAR and its officers, directors, employees and agents, and their respective successors and assigns (collectively, the “Indemnified Parties”) harmless from and against any and all Damages, as defined herein. This obligation shall include the burden and expense of defending all claims, suits and administrative proceedings (“Claims” or “Proceedings”), with counsel reasonably approved by the Indemnified Parties, even if such Claims or Proceedings are groundless, false or fraudulent, and conducting all negotiations of any description, and paying and discharging, when and as the same become due, any and all judgments, penalties or other sums due against such Indemnified Parties. As used herein, the term “Damages” shall mean all Claims, judgments, damages, losses, penalties, fines, liabilities, encumbrances, liens, costs and expenses of investigation and defense of any Claim, whether or not such is ultimately defeated, and of any settlement or judgment of whatever kind or nature, whether or not contingent, matured or foreseeable, including reasonable attorneys’ fees and disbursements and consultants’ fees, any of which are incurred by any Indemnified Party at any time as a result of or arising out of any breach or violation of any of the Terms and Conditions, including without limitation that Your Content posted by a user infringes a third party’s rights.
SEVERABILITY; NO WAIVER
If any provision of these Terms and Conditions is found to be invalid under any applicable law, such provisions shall be deleted without affecting the remaining provisions herein.
No waiver of any other provisions of this Agreement shall be effective unless it is in writing and signed by the person or entity against whom it is asserted, and any such written waiver shall only be applicable in the specific instance to which it relates and shall not be deemed to be a continuing or future waiver.
Assignment
The San Francisco Association of REALTORS® is allowed to assign, transfer, and subcontract its rights and/or obligations under these Terms and Conditions without any notification. However, you are not allowed to assign, transfer, or subcontract any of your rights and/or obligations under these Terms and Conditions.
Entire Agreement
These Terms and Conditions constitute the entire agreement between San Francisco Association of REALTORS® and you in relation to your use of this Website and its Content, and supersede all prior agreements and understandings.
GOVERNING LAW AND JURISDICTION; BINDING ARBITRATION
These Terms and Conditions will be governed by and interpreted in accordance with the laws of the State of California, excluding that State’s choice of law rules, and all claims arising from or relating to this Agreement, whether sounding in contract, tort or otherwise, shall likewise be governed by the laws of the State of California excluding that State’s choice of law rules. Furthermore, any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by final binding arbitration in accordance with the Engineering and Construction Arbitration Rules & Procedures of the Judicial Arbitration and Mediation Service (“JAMS”) in effect at the time any such claim is made with the hearing to be in San Francisco, and the arbitration conducted by a retired judge of the State or Federal Courts on the JAMS Panel is San Francisco. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies, including without limitation injunctive relief, in aid of arbitration from a court of appropriate jurisdiction. By accessing or using this Website or its content you fully agree to the above and submit to the exclusive jurisdiction of the state and federal courts located in San Francisco, California for the resolution of any disputes except as otherwise provided above.
