Real Living® Business Center User Agreement

Terms of Service

IMPORTANT-PLEASE READ CAREFULLY: THIS IS A LEGAL AGREEMENT BETWEEN YOU AND REAL LIVING REAL ESTATE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, REGARDING THE REAL LIVING BUSINESS CENTER WEB SITE (THIS "WEB SITE"). AS USED HEREIN, "WE," "US," "OUR" AND "REAL LIVING" SHALL MEAN REAL LIVING REAL ESTATE, LLC; "YOU" AND "YOUR" SHALL MEAN THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, THAT REGISTERS FOR OR USES THIS WEB SITE.

BY REGISTERING AS A USER OF THE WEBSITE, YOU AGREE TO FOLLOW AND BE BOUND BY THESE TERMS AND CONDITIONS. YOU ARE PERMITTED TO USE, REPRODUCE AND DISTRIBUTE MATERIALS ON THE WEB SITE AS SET FORTH BELOW ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THESE TERMS OF SERVICE (THE "AGREEMENT").

IF YOU CLICK THE "Agree" BUTTON, YOU INDICATE YOUR AGREEMENT TO THE TERMS SET FORTH BELOW. IF YOU DO NOT AGREE, OR DO NOT HAVE AUTHORITY TO AGREE, TO THESE TERMS, PLEASE CLICK THE "Disagree" BUTTON TO EXIT REGISTRATION AND CEASE USE OF THIS WEB SITE. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, YOU REPRESENT AND WARRANT THAT YOU HAVE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE COMPANY AND TO BIND THE COMPANY TO ALL OF THE TERMS AND CONDITIONS HEREOF. ANY USE, REPRODUCTION OR DISTRIBUTION OF ANY MATERIALS ON THIS WEB SITE BY YOU OR BY A THIRD PARTY ON YOUR BEHALF CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT.

 

1. OPENING USER ACCOUNT; LOGIN AND PASSWORD.

1.1 To open a user account, you must complete the registration process by providing REAL LIVING with current, complete and accurate information as prompted by the registration form. In registering for the user account, you agree to submit accurate, current and complete information about you and your company, and promptly update such information. Should REAL LIVING suspect that such information is untrue, inaccurate, not current or incomplete, REAL LIVING has the right to suspend or terminate your usage of the user account.

1.2 Upon registration, you will receive a user name and personal password.  You will be responsible for keeping your user name and password confidential. You will notify us immediately upon learning of any unauthorized use of your user name or password. REAL LIVING cannot and will not protect you from the unauthorized use of your user name and password. You will be responsible for all activities and charges incurred through the use of your user name and password, and any claims, liability, damages, losses and costs (including reasonable attorneys' fees) resulting from the unauthorized use of your password. Notwithstanding the preceding sentence, you will not be responsible for any activities, charges, claims, liabilities, damages, losses or costs (including reasonable attorneys' fees) that arise from the unauthorized use of your password directly resulting from a grossly negligent act or omission or willful misconduct of REAL LIVING.

2. GENERAL USE PROVISIONS.

2.1 All materials provided on this Web Site, including information, documents, products, logos, graphics, sounds, images, and services (hereinafter, "Materials"), are provided either by REAL LIVING or by its respective third party manufacturers, authors, developers and vendors ("Third Party Providers") and are the copyrighted work of REAL LIVING and/or its Third Party Providers. As used herein, the term "Materials" shall not include the Data provided by and generated by you as referenced in Section 4, below. Third Party Providers are intended third party beneficiaries of this Agreement and may enforce the terms of this Agreement against you.

2.2 Subject to the terms and conditions herein, REAL LIVING hereby grants you a non-exclusive, non-sublicensable, non-transferable license to use, reproduce and distribute the REAL LIVING Materials on this Web Site provided that: (1) the intellectual property notices identified in Section 16 below appear in the Materials; and (2) the use, reproduction, and distribution of such Materials is solely for your own business use, including dissemination to your actual or potential clients or customers, and will not otherwise be distributed, transferred, assigned, provided, or displayed to third parties, posted on any networked computer, mirrored on any third party server or broadcast in any media.

2.3 Except as stated herein, none of the Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted, transferred, assigned or transmitted in any form or by any means, including electronic, mechanical, photocopying, recording, or other means, without the prior express written permission of REAL LIVING or the appropriate Third Party Provider. Except where expressly provided otherwise by REAL LIVING, nothing on this Web Site shall be construed to confer any license to any of REAL LIVING's or any Third Party Provider's intellectual property rights, whether by estoppel, implication, or otherwise.

3. LINKS TO THIRD PARTY SITES; THIRD PARTY INTERACTION.

3.1 This Web site may contain links to web sites controlled by parties other than REAL LIVING. REAL LIVING is not responsible for and does not endorse or accept any responsibility for the contents or use of these third party web sites or any transactions completed through such sites. REAL LIVING is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by REAL LIVING of the linked web site, notwithstanding the inclusion on such site of the trademarks of REAL LIVING or its Third Party Providers. It is your responsibility to take precautions to ensure that whatever materials you select for your use is sufficient for your purposes and is free of viruses or other items of a destructive nature.

3.2 Materials provided by Third Party Providers on this Web Site have not been independently reviewed, tested, certified, or authenticated in whole or in part by REAL LIVING. REAL LIVING does not provide, sell, license, or lease any of the Materials other than those specifically identified as being provided by REAL LIVING. Any correspondence with, purchase of goods or services from, participation in third party promotions of such Third Party Providers is solely between you and the applicable Third Party Provider.

4. USER DATA.

4.1 REAL LIVING does not own any Data that you post onto your user account, unless we specifically tell you otherwise beforehand. For the purpose of this Agreement, "Data" means information, data, text, software, music, sound, photographs, graphics, video, messages or other materials, whether publicly posed or privately transmitted. REAL LIVING will not monitor or disclose any information regarding you or your account, including any of your Data, without your prior permission except in accordance with this Agreement and the REAL LIVING Privacy Policy. REAL LIVING may access your account to respond to support related issues.

4.2 If a dispute arises regarding the rights to access to a user account, REAL LIVING at its sole discretion may give access to an authorized officer of the company listed as the employer of the primary contact upon written request from such officer on company letterhead or, among other options, withhold disclosure of the user account information to any person until it receives an order of the court. If the named company on a user account is not a legal entity, REAL LIVING may presume that the primary contact named on the user account is the only person authorized to access the account.

4.3 You, and not REAL LIVING, are responsible for all Data that you upload, post, email, or otherwise transmit via the Web Site. REAL LIVING does not control the Data posted via the Web Site and, as such, does not guarantee the accuracy, integrity or quality of such Data. Under no circumstances will REAL LIVING be liable in any way for any Data, including for any errors or omissions in any Data, or for any loss or damage of any kind incurred as a result of the use of any Data posted, emailed or otherwise transmitted via the Web Site.

4.4 REAL LIVING reserves the right to establish or modify general practices and limits concerning use of the Web Site, including , without limitation, the maximum number of days that Data will be retained in any particular section of the Web Site, the maximum disk space that will be allotted on REAL LIVING's servers on your behalf, the maximum number of individual contacts (e.g., e-mails, telephone numbers, addresses, etc.) that may be uploaded into your REAL LIVING account, and the maximum number of e-mail transmissions that you may send through the Web Site during a specified time period.

5. SUBMISSIONS. You hereby grant to REAL LIVING a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty free license to use, copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and otherwise exploit any and all comments, feedback, information or materials regarding this Web Site that you or your agents submit to REAL LIVING ("Submissions"). You acknowledge that you are responsible for the Submissions that you provide, and that you, not REAL LIVING, have full responsibility for the Submissions.

6. USER CONDUCT.

6.1 You agree not to use this Web Site to: (a) Upload, post, email or otherwise transmit any Data that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (b) Harm minors in any way; (c) Impersonate any person or entity, including a REAL LIVING official, or otherwise misrepresent your affiliation with a person or entity; (d) Upload, post, email, or otherwise transmit any Data that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed a part of employment relationships or under nondisclosure agreements); (e) Upload, post, email, or otherwise transmit any Data that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party; (f) Upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (g) Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation; (h) Interfere with or disrupt the Web Site or servers or networks connected to the Web Site, or disobey the requirements, procedures, policies or regulations of networks connected to this Web Site; (i) Intentionally or unintentionally violate any applicable local, state, national or international law; (j) Provide inaccurate, incomplete, outdated or misleading registration information; or (k) Attempt to gain unauthorized access to the Materials, other users' accounts or account information, or other computer systems, servers or networks connected to the Materials or any portion thereof.

6.2 In addition to the prohibitions contained in Section 6.1, (a) all email sent through this Website shall (i) comply with all elements of the federal CAN-SPAM Act of 2003, (ii) only be sent to recipients that have voluntarily registered to receive emails from you, (iii) contain your physical mailing address, and (iv) contain a link or instructions that allow recipients to remove themselves from your distribution list, (b) you shall not use this Web Site to send (i) unsolicited bulk email, whether for commercial or non-commercial use, (ii) email to recipients whose email addresses were "scraped" or "aggregated" from other websites, public membership lists, print publications or gathered on any other third party mailing list, and (ii) email that contains any false contact information or any false, misleading or deceptive information or content in the header, subject line or body of the email message. You shall process any recipient's request to unsubscribe or opt-out from receiving your email within ten (10) business days of such request.

6.3 In the event that REAL LIVING receives multiple complaints regarding you or your e-mail transmissions through a third party feedback loop or from any other source, REAL LIVING may, at its sole and absolute discretion, consider you to be in breach of the restrictions in this Section 6, and shall have the rights under Section 7.2 below.

6.4 You acknowledge that REAL LIVING does not pre-screen Data, but that REAL LIVING and its designees shall have the right (but not the obligation) in their sole discretion to refuse or remove any Data that is available via the Web Site. Without limiting the foregoing, REAL LIVING and its designees shall have the right to remove any Data that violates the Agreement or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Data, including any reliance on the accuracy, completeness, or usefulness of such Data.

7. TERM AND TERMINATION.

7.1 The applicable term of this Agreement (i.e., your subscription to use the Web Site and the Materials) is month-to-month ("Monthly Term"), and  you may elect to cancel this Agreement at any time by delivering written notice to REAL LIVING pursuant to Section 14 below, and your cancellation shall be effective as of the last day of the then-current term of this Agreement at any time prior to such date by delivering written notice to REAL LIVING, or by following the cancellation procedures on the Web Site.

7.2 In the event that you breach, or any person or entity acting on your behalf breaches, any of the terms of this Agreement, including, without limitation, the failure to make any required payments on a timely basis and the failure to comply with the terms in Section 6 above, REAL LIVING may (a) suspend your access to the Web Site and the Materials without notice, or (b) immediately terminate this Agreement (and the licenses granted to you herein), without any obligation to refund any fees or charges that you paid in advance, or (c) both (a) and (b). In the event of a suspension of your access to the Web Site or termination of this Agreement because of your breach, you will continue to be responsible for the payment of all fees and charges pursuant to this Agreement through the last day of the (y) current term during which such suspension or termination occurs. This Agreement and the licenses granted to you under this Agreement shall terminate automatically without notice upon your filing of a petition for bankruptcy.

7.3 REAL LIVING further reserves the right to terminate this Agreement for any or no reason upon delivery of written notice to you, subject to its obligations to you pursuant to Section 7.5 below.

7.4 Upon termination under Section 7.1, (a) you must immediately cease using the Materials, (b) all of the rights granted to you hereunder shall immediately cease, and (c) you must promptly destroy or erase all copies (including back-up copies) of the Materials.

7.5 Provided that you are not in breach of this Agreement, upon termination of this Agreement by REAL LIVING pursuant to Section 7.3 above, REAL LIVING will (a) refund any prepaid charges for the remaining days left in the current term during which the termination occurs; and (b) make available a file of your Data for thirty (30) days after termination. Except for the foregoing, REAL LIVING shall have no obligation to maintain any Data stored in your account or to forward any Data to you or any third party.

7.6 The following sections of this Agreement shall survive the termination of this Agreement for any reason: 1.2, 2, 3, 4, 5, 7, 9, 10, 11, 12, 13, 14, and 15.

8. PRIVACY POLICY. You hereby acknowledge and accept the REAL LIVING Privacy Policy as provided at http://realliving.com/Privacy.aspx, which Policy may be revised from time to time.

9. FEES.

9.1 If you elect to purchase an upgraded “E-Package”, you will pay all fees or charges to your account in accordance with the fees, charges and billing terms in effect at the time the fee or charge is due and payable. Fees and charges do not include tax and, where applicable, you agree to pay any sales, use, property, value-added, withholding or other taxes that may be assessed in connection with such fees or charges. Notwithstanding any provisions to the contrary, the legal entity on whose behalf an individual has registered onto this Web Site shall be jointly and severally liable for the activities of, including all fees and charges incurred by, said individual on this Web Site.

9.2 REAL LIVING will automatically bill your credit card or withdraw funds out of your authorized bank account at the beginning of the billable time period on a monthly basis;  In the event that REAL LIVING is unable to charge your credit card account or withdraw funds from your authorized bank account for any reason when payment is due, or you otherwise fail to make any payment when due, REAL LIVING shall have the rights described in Section 7.2 above.

9.3 If REAL LIVING receives a cancellation notice from you, you will be obligated to pay the balance of any fees due on your account under the terms of this Agreement. You agree that REAL LIVING may charge such unpaid fees to your credit card or withdraw such unpaid fees from your authorized bank account.

10. DISCLAIMER. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY REAL LIVING, THE MATERIALS ON THE WEB SITE ARE PROVIDED "AS IS" AND ARE FOR COMMERCIAL USE ONLY. WITH REGARD TO SUCH MATERIALS, REAL LIVING AND THE THIRD PARTY PROVIDERS MAKE NO WARRANTY REGARDING USE OR PERFORMANCE, AND HEREBY DISCLAIM ALL EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES AND CONDITIONS, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. REAL LIVING AND THIRD PARTY PROVIDERS DO NOT WARRANT WITH RESPECT TO THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE MATERIALS. REAL LIVING AND THE THIRD PARTY PROVIDERS SHALL HAVE NO LIABILITY FOR ANY VIRUSES RELATED TO THE MATERIALS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, REAL LIVING AND THE THIRD PARTY PROVIDERS DO NOT WARRANT THAT (A) THE MATERIALS WILL MEET YOUR REQUIREMENTS; (B) THE MATERIALS WILL OPERATE OR BE USABLE IN COMBINATION WITH OTHER HARDWARE, SOFTWARE, SYSTEMS, OR DATA; (C) THE OPERATION OR USE OF THE MATERIALS WILL BE UNINTERRUPTED OR ERROR-FREE; OR (D) ANY PROGRAM ERRORS WILL BE CORRECTED. YOU ASSUME ALL RESPONSIBILITY FOR DETERMINING WHETHER THE MATERIALS ARE ACCURATE OR SUFFICIENT FOR YOUR PURPOSES. REAL LIVING AND THE THIRD PARTY PROVIDERS DO NOT MAKE ANY REPRESENTATIONS, WARRANTIES, GUARANTIES OR CONDITIONS AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY OF THE MATERIALS CONTAINED ON THIS WEB SITE.

11. LIMITATION OF LIABILITY. REAL LIVING AND THE THIRD PARTY PROVIDERS SHALL NOT BE LIABLE FOR ANY DAMAGES SUFFERED AS A RESULT OF USING, MODIFYING, CONTRIBUTING, COPYING, DISTRIBUTING OR DOWNLOADING THE MATERIALS. IN NO EVENT SHALL REAL LIVING OR THIRD PARTY PROVIDERS BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE), HOWEVER ARISING, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF ANY MATERIALS AVAILABLE FROM THIS WEB SITE, EVEN IF REAL LIVING HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOU HAVE SOLE RESPONSIBILITY FOR THE ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT USED IN CONNECTION WITH THIS WEB SITE AND YOU WILL NOT MAKE A CLAIM AGAINST REAL LIVING FOR LOST DATA, RE-RUN TIME, INACCURATE OUTPUT, WORK DELAYS, LOST PROFITS, OR LOST OPPORTUNITIES RESULTING FROM THE USE OF THE MATERIALS. WITHOUT DIMINISHING THE GENERALITY OF THE FOREGOING, IN NO CASE SHALL REAL LIVING'S LIABILITY TO YOU UNDER ANY CAUSE OF ACTION EXCEED THE TOTAL AMOUNT THAT YOU HAVE PAID TO REAL LIVING FOR MATERIALS DURING THE THREE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CAUSE OF ACTION.

12. INDEMNITY. You agree to indemnify and hold REAL LIVING and the Third Party Providers harmless from, and you covenant not to sue REAL LIVING or Third Party Providers for, any claims based on or related to (a) your negligence, error, omission or willful misconduct, (b) your breach of any terms of this Agreement, (c) any claim by a third party that REAL LIVING, due to your use of the Materials, is liable for contributory infringement of a copyright, patent, trade secret, or other proprietary right of a third party, (d) any claim by a third party that REAL LIVING, due to your use of or inability to use the Materials, is liable to a third party in tort or under statutory liability, including, without limitation, defamation, invasion of privacy, spamming or similar theories of law, (d) your use of the Web Site or the Materials, except to the extent due to REAL LIVING's gross negligence or willful misconduct.

13. MODIFICATIONS. REAL LIVING and the Third Party Providers may make improvements and/or changes in the products, services and prices described in this Web Site at any time without notice. REAL LIVING may make changes to the terms and conditions of the Privacy Policy or other policies relating to the usage of the Web Site at any time and shall notify you by posting an updated version of the policies on the Web Site at least 30 days prior to the implementation of such change. You are responsible for regularly reviewing the policies. Your continued use of this Web Site after any such changes constitutes your consent to such changes.

14. NOTICE. REAL LIVING may give notice by means of a general notice on the Web Site, electronic mail to your e-mail address on record in REAL LIVING's account information, or by written communication sent by first class mail to your address on record with REAL LIVING's account information. You may give notice to REAL LIVING (such notice shall be deemed given when received by REAL LIVING) at any time by any of the following: electronic mail to helpdesk@reallving.com or letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to REAL LIVING at Real Living Real Estate, LLC, 77 East Nationwide Boulevard, Columbus, OH 43215.

15. GENERAL. This Web Site may include inaccuracies or typographical errors. The section headings are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. As used in this Agreement, the word "including" means "including but not limited to." No joint venture, partnership, employment or agency relationship exists between you and REAL LIVING as result of this Agreement or through the use of this Web Site. No alteration, amendment, or modification of any of the provisions of this Agreement shall be binding unless made in writing with express reference to this Agreement, and signed by a duly authorized representative of each party. The failure of REAL LIVING to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by REAL LIVING in writing. If any of the provisions of this Agreement is held by a court of competent jurisdiction to be unenforceable, such provision shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and remaining provisions will remain in full force and effect. REAL LIVING shall not be liable for any failure to fulfill its obligations hereunder due to causes beyond its reasonable control, including acts or omissions of government or military authority, acts of God, shortages of materials, transportation delays, earthquakes, fires, floods, labor disturbances, riots, or war. This Agreement will be governed by Ohio law and controlling U.S. federal law, without regard to the choice or conflicts of law provisions of any jurisdiction. Any and all disputes, actions, claims, or causes or action related to or in connection with this Agreement or the Web Site shall be brought in the federal and state courts located in Columbus, Ohio. This Agreement and any Customer Sales Agreement represent the entire understanding relating to the use of the Web Site and prevails over any prior or contemporaneous, conflicting or additional communications, including statements on the Web Site. REAL LIVING has the right to assign or transfer this Agreement to a third party which acquires substantially all of the assets of REAL LIVING connected with the Web Site. You may not assign or otherwise transfer in whole or in part or in any manner any rights, obligations, or any interest in or under this Agreement without REAL LIVING's prior written consent and any attempted assignment will be void. A merger or other acquisition by a third party will be treated as an assignment.

16. INTELLECTUAL PROPERTY NOTICES. You hereby acknowledge the following proprietary notices and legends: Elements of the Web Site are protected by copyright, trademark and other intellectual and industrial property laws and may not be copied or imitated in whole or in part except as provided in this Agreement. No logo, graphic, sound or image from the Web Site may be copied or retransmitted unless expressly permitted by REAL LIVING. REAL LIVING, the REAL LIVING logo, and/or other REAL LIVING brand names for products or services referenced herein are trademarks of Real Living Real Estate, LLC and may be registered in certain jurisdictions.

17. CONTACT INFORMATION. If you have any questions about this Agreement, please contact the REAL LIVING Helpdesk at 855-315-4357or Real Living Real Estate, LLC, 77 East Nationwide Boulevard, Columbus, OH 43215.

Copyright 2010 Real Living Real Estate, LLC