MetroList Terms of Use AGREEMENT

AGREEMENT AND DEFINITIONS

By accessing and using this Internet web site (the "Site"), you agree to be bound by this Terms of Use Agreement (the "Agreement"). Use of the Site is contingent upon agreement to and compliance with this Agreement. If you reject this Agreement in any respect, you are not authorized to use the Site. This Agreement does not pertain to links to any other websites. It does not pertain to other services or applications on any real estate professional's or real estate organization's web site or mortgage professional’s or mortgage professional organization’s web site or any advertiser’s web site. The term “Content” as used in this Agreement means the materials, information, images, data, text, graphics, files, photographs, software accessible at, contained within or displayed at the Site. Persons who access and/or use the Site or the Content are collectively referred to in this Agreement as “Users,” and each is individually referred to as a “User.” The term “Subscribers” means those real estate professionals who have entered into subscriber agreements with MetroList Services, Inc., a California corporation (“MetroList”) for authorized access to and use of the multiple listing service owned and operated by MetroList (the “MLS.”)

SERVICES PROVIDED

The Site enables Users to search and view a selected portion of the information contained within the MLS, which generally consists of information and photographs relating to real estate that is listed for sale with real estate broker Subscribers within the geographical area covered by the MLS.

USE AND LIMITATIONS OF USE

Access to and use of the Site and the Content is contingent upon agreement and compliance with the terms and conditions of this Terms of Use Agreement. If you reject such terms and conditions, you are not authorized or licensed to use the Site or the Content. The Site and the Content are only to be used to facilitate the purchase, sale or lease of real estate. User agrees to use the Site and the Content for his or her own personal, private, and non-commercial use solely for the purpose of identifying prospective properties that are being offered for sale and/or that User may be interested in purchasing or leasing. User agrees not to modify, distribute, publish, re-use, re-display in another Web page/Web site/Site, create any derivative works from, transfer or sell any of the Content. Users further agree not to copy, reproduce, or transmit any of the Content.  Users may not create links to or frame the Site without the prior written permission of MetroList. Neither the Site nor the Content is to be used for the purpose of screen-scraping or data-scraping or any other unauthorized purpose. User agrees that he or she will not, absent the separate prior written permission of MetroList, access or attempt to access any information available at or through the Site that is password-protected or is otherwise not generally available to the public. User agrees not to use the Site in any way that would disable, overburden, damage or impair the use of the Site.  The use restrictions set forth in this paragraph shall not apply to Subscribers, who may use the Site and the Content subject to and in accordance with the MetroList® Multiple Listing Service Rules as are in effect from time to time.

RIGHTS AND OWNERSHIP

User acknowledges and agrees that the Content is owned and copyrighted or licensed by MetroList. © MetroList Services, Inc., 2006. The listing information (as well as the organization and layout of the Site) are the proprietary information of MetroList. No rights to the Content, the MLS or any third party information or other materials are transferred to the Users of the Site. No reproduction, distribution, or transmission of the copyrighted or proprietary information or materials on the Site is permitted without the prior written permission of MetroList. To the full extent of applicable laws, all rights are reserved by MetroList.

DISCLAIMER

The Content is provided on an "as is" and "as available" basis without warranties of any kind, whether express or implied. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, METROLIST DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. MetroList does not represent or warrant that the Content and/or capabilities provided by the Site will be uninterrupted or error free, that defects will be corrected or that the Site or the server that makes the Site available are free of viruses or other harmful components. MetroList does not warrant or make any representation regarding the use or results of the use of the materials provided at the Site in terms of their correctness, accuracy, reliability or otherwise. MetroList is not responsible for the accuracy or completeness of the Content, including but not limited to broker information, MLS information, sales information, listing information or other information provided, appearing on or made available through the Site. Such information has been provided by independent third parties, who are solely responsible for their content. MetroList is not responsible for any links to third party web sites contained on this Site. MetroList is not responsible for the content of any third party websites nor does it warrant or endorse any of the content found therein. Information, access or use of a third party website is done solely at the User's own discretion and risk.  MetroList operates the Site for the purpose of facilitating sales or leases of properties by or to persons located in California, and MetroList makes no representation that the Content is appropriate or available for use in other locations or that it is legal or permissible to access the Site or use the Content from or in other states, countries, territories or locations. Users who choose to access this Site from other locations do so at their own risk and are responsible for compliance with local laws, including laws regarding the transmission of technical data exported from the United States or the country in which the User resides.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL METROLIST BE LIABLE, WHETHER BASED IN CONTRACT OR TORT, FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, WHETHER OR NOT FORESEEABLE, INCLUDING, WITHOUT LIMITATION, ANY LOST REVENUES, LOST PROFITS, LOST SAVINGS, LOST OPPORTUNITIES TO BUY OR SELL PROPERTY, OR OTHER DAMAGES THAT MAY ARISE OUT OF THE USE OF OR THE INABILITY TO USE, THE CONTENT AND/OR CAPABILITIES OF THIS SITE, EVEN IF OR ANY AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Any software, information, content, or material of any kind downloaded or otherwise obtained through the use of the Site is done at the User’s own discretion and risk, and each User will be solely responsible for any damage to its computer Site or loss of data that results from such download or use of the Content and/or capabilities of this Site.

CONTENT RULES AND REGULATIONS

The Site and the Content are provided solely for the personal, non-commercial use of Users who have a good faith interest in purchasing or leasing listed properties of the type displayed to them, and may not be used for any purpose other than to identify prospective properties which a User has a good faith interest in selling, purchasing or leasing. The information is deemed reliable but not guaranteed and should be independently verified. All properties are subject to prior sale, change or withdrawal. Neither MetroList nor any Subscribers, including their respective officers, directors, shareholders, employees, agents, partners, affiliates, and contractors, shall be responsible for any typographical errors, omissions, misinformation, or misprints and shall be held totally harmless from any claims or liabilities arising from the access to or use of this Site or the Content by Users. All parties disclaim any and all representations and warranties as to the accuracy of the property listing data and information set forth within the Content.

INDEMNIFICATION

Each User shall indemnify, defend, and hold harmless MetroList and its officers, directors, shareholders, employees, agents, partners, affiliates and contractors from and against any and all claims, actions, liabilities, damages, and expenses, including, without limitation, reasonable attorneys' fees and court costs, (a) arising from the violation of any of the terms and conditions of this Agreement by the User; (b) arising out of the unavailability, inaccuracy or incompleteness of the Site or the Content; and (c) arising out of the Users' access to or use or misuse of any of the Content contained within or displayed at the Site.

UNAUTHORIZED ACCESS OR MISUSE OF SITE

Any violation or non-compliance with this Agreement will be considered unauthorized use of the Site.  Any unauthorized access, use or misuse of the Site will result in termination of the User’s license to access and use the Site. MetroList reserves the right to prosecute and/or pursue monetary damages and other appropriate relief as a result of any unauthorized access, use or misuse of this Site.

RIGHT TO MAKE CHANGES, IMPROVEMENTS OR MODIFICATIONS

MetroList reserves the right to make changes, modifications or improvements to the Site and/or Content as it deems appropriate in MetroList’s sole discretion at any time and without prior notice to or approval by any User of the Site. MetroList also has the right, at any time, to modify this Terms of Use Agreement.

SITE AND SITE AVAILABILITY

The Site is made available on an "as available" basis. MetroList reserves the right to make the Site unavailable or take the Site down without notice as may be required or desired to make modifications, to protect the capability or integrity of the Site or for any other reason in MetroList’s sole discretion.

TERMINATION OF USE

In the event of any unauthorized access, use or misuse of the Site or the Content, the User agrees to immediately cease accessing and/or using the Site and the Content for any purpose. MetroList may suspend or terminate a User’s ability to access or use the Site and/or Content in the event of any unauthorized access, use or misuse of the Site or the Content.

GOVERNING LAW

This Agreement shall be governed by the laws of the State of California, without regard to its conflict of laws provisions. The venue in any action brought to enforce or arising from this Agreement or User’s access to or use of the Site shall be in a federal or state court in Sacramento County, California. BY ACCESSING THIS SITE, THE USER ACKNOWLEDGES THAT IT HAS READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. IF ANY OF THE PROVISIONS OF THIS AGREEMENT ARE HELD INVALID OR UNENFORECABLE BY A COURT OF LAW WITH JURISDICTIONS OVER SUCH MATTER, SUCH PROVISIONS WILL BE DELETED FROM THIS AGREEMENT AND THE REMAINING PROVISIONS WILL REMAIN BINDING AND ENFORCEABLE. EACH USER ACKNOWLEDGES AND REPRESENTS TO METROLIST THAT SUCH USER HAS READ AND AGREES WITH TERMS OF THE METROLIST PRIVACY POLICY AVAILABLE ON THIS SITE.