RE/MAX AGENT AND OFFICE MEMBER REGISTRATION AND PORTAL USER AGREEMENT
This RE/MAX Agent and Office Member Registration and Portal User Agreement (“Agreement”) is between you, (“Member”), and RE/MAX, LLC. (“RE/MAX”), a Delaware Limited Liability Company whose address is 5075 S. Syracuse Street, Denver, CO 80237. To be permitted access to the RE/MAX Agent and Office Portal and the linked resources (“Portal,” as defined in paragraph 1), you must be a Member as defined in Section 2 of this Agreement and complete RE/MAX’s on-line registration process. After reading this Agreement, if you agree to all of its terms and conditions, without modification, click on “I ACCEPT”. If you do not agree to all of the terms and conditions of this Agreement, you cannot be a Member and will not be permitted access to the Portal. This Agreement shall have no force or effect until it is accepted in the State of Colorado by RE/MAX, and Member is notified on-line of such acceptance. Your continued use of the Portal is deemed acceptance of this Agreement and Member agrees that this Agreement supersedes and replaces all prior Agreements, including prior RE/MAX Mainstreet Member Registration and Website User Agreements. Member agrees that if there are any conflicts between the terms and conditions of this Agreement and any prior versions, the terms and conditions of this Agreement shall control.
- RE/MAX Agent and Office Portal. The Portal is an extranet website service comprised of (a) computing services; (b) information and other content provided by RE/MAX and Members; (c) access to the services and information; (d) an e-mail forwarding feature that automatically forwards all e-mails that have been sent to the Member’s remax.net e-mail address to the Member’s e-mail accepting address (such as Gmail, Yahoo! Mail, Earthlink, Comcast, etc.) (the “E-mail Forwarding Feature”); (e) the LeadStreet® lead management system; (f) RE/MAX Design Center; (g) a data entry and upload feature; (h) products for sale; and (i) a payment processing feature. RE/MAX may, from time to time, in its sole discretion and without notice, change or discontinue the Portal or add to, revise, or delete any or all aspects of the Portal. At any time and without notice, RE/MAX in its sole discretion may elect, but is not obligated, to introduce or grant different grades of service, introduce or grant different degrees of access to information and/or analysis, or introduce new features and future versions of the Portal which may change functions, introduce new or revised security restrictions, or limit access to information and/or analysis. RE/MAX may limit, create different priorities for different Members or update and/or cancel some or all of the functions of the Portal at any time and without notice. RE/MAX may or may not make any such services, features or changes available to Member, and RE/MAX shall incur no liability in connection with any such introduction, grant or change in services or features. Member agrees to bear all risks and hold RE/MAX harmless for any and all effects that any of the above changes may have on Member’s ability to use the Portal for any purpose. By continuing to use the Portal after notice of any change is posted on the Portal, Member signifies its consent to all such changes, including but not limited to all changes to this Agreement. Member is responsible for all equipment, telephone connectivity and other services necessary to access the Portal. RE/MAX further reserves the right, in its sole discretion, to modify, supplement, delete, discontinue or remove any file, publication, information, communication or other content appearing on, uploaded to or transmitted through the Portal. RE/MAX provides the Portal for the purpose of sharing positive information and ideas, inspiring creativity, fostering the RE/MAX Affiliate network, and streamlining access to the RE/MAX membership resources (the “Purpose”).
- Member. To be a Member you must be one of the following: (a) a RE/MAX Franchisee or RE/MAX Sales Associate affiliated with a RE/MAX Franchisee who is current on all annual dues and fees owed to RE/MAX and in compliance with all applicable RE/MAX policies (including, but not limited to, the RE/MAX Brand Identity Trademark and Graphics Standards manual); (b) an individual who is currently employed by a RE/MAX Franchisee in some capacity for which annual dues are not assessed or for which membership in RE/MAX is not available (e.g., office receptionist, secretary); (c) a current employee, officer, director or owner of RE/MAX, any RE/MAX corporate affiliate, or any RE/MAX Regional Office; or (d) a RE/MAX Approved Supplier who is in full compliance with all of the terms and conditions of its Approved Supplier Agreement as determined solely by RE/MAX. To be a Member under the terms of this Agreement, you must also have affirmatively opted-in under the CAN-SPAM Act of 2003 , and for Canadian members, the Canadian Anti-SPAM Legislation and agreed to receive commercial electronic mail messages, (as defined by the CAN-SPAM Act of 2003, and amendatory acts thereto), direct mailings, text messaging, and/or telephone calls from RE/MAX, RE/MAX Approved Suppliers (as defined in Section 3) and third parties designated by RE/MAX (RE/MAX Approved Suppliers and third parties designated by RE/MAX are collectively referred to as “Third Parties”) at both Member’s remax.net e-mail address, Member’s e-mail accepting address connected to the E-Mail Forwarding Feature (as defined in Section 1) members office address, and office and/or cellphone numbers. RE/MAX is not responsible for any costs or expenses that you incur as a result of losing access to the Portal and the E-mail Forwarding Feature because you cease to be eligible to be a Member, as defined in this paragraph.
- RE/MAX Approved Suppliers. RE/MAX from time to time enters into contractual arrangements with suppliers of certain products and services (the “Approved Suppliers”) that are deemed to be useful to Members and others. RE/MAX or RE/MAX Approved Suppliers may provide Members with information about these products and services, including special offers and product or service updates. RE/MAX may, in its sole discretion, (a) post information about and provide Members access to Approved Suppliers on the Portal, (b) communicate with Member directly about such Approved Suppliers, and/or (c) provide Member’s remax.net and e-mail accepting addresses to such Approved Suppliers so that they may communicate with Member directly.
- License. RE/MAX grants to Member a non-exclusive, non-assignable, limited license to use the Portal strictly in accordance with all the terms of this Agreement, which license RE/MAX may terminate at any time without notice to Member if RE/MAX believes a violation of this Agreement has occurred or the Member ceases to be eligible to be a Member, as defined in paragraph 2. Only one individual may use the account established by the Member (the “Account”) at one time, and a single Account may only be used for the benefit of the Member who registered for that Account.
- Disclaimer of Warranties and Limitation of License. RE/MAX MAKES NO WARRANTIES OR GUARANTIES AS TO THE AVAILABILITY OR RELIABILITY OF THE PORTAL OR THE INFORMATION MEMBERS PLACE ON THE PORTAL. RE/MAX MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES CONTAINED ON THE PORTAL FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED “AS IS, AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. RE/MAX HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO ALL INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES REGARDING THE PORTAL, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. IN NO EVENT SHALL RE/MAX OR ITS EMPLOYEES, DIRECTORS/MANAGERS, SHAREHOLDERS/MEMBERS, OFFICERS OR AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE USE OF THE PORTAL OR ANY INFORMATION THEREON, OR WITH THE DELAY OR INABILITY TO USE THE PORTAL, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES THROUGH THE PORTAL, OR OTHERWISE ARISING OUT OF THE USE OF THE PORTAL, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION, LOSS OF ANALYSIS, OR OTHER LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE PORTAL OR THE FAILURE TO PROVIDE SUPPORT FOR OR RESOLVE ANY SUPPORT ISSUES REGARDING THE PORTAL, EVEN IF RE/MAX HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IN ANY CASE, RE/MAX’S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE LIMITED TO THE AGGREGATE AMOUNT YOU HAVE PAID, OR WHICH HAS BEEN PAID ON YOUR BEHALF, DIRECTLY TO RE/MAX FOR ACCESS TO THE PORTAL.
- Member Access. RE/MAX reserves the right to suspend or terminate Member’s access to the Portal and to terminate this Agreement without notice to Member, at any time, in the event: (a) Member ceases or fails, for any reason, to meet the definition of a Member, as determined solely by RE/MAX; (b) Member fails to honor or is in breach of any term or condition of this Agreement, as determined solely by RE/MAX; (c) Member ceases, for any reason, to be affiliated with the RE/MAX organization; (d) Member fails to notify RE/MAX of a change of office address; (e) Member engages in any Prohibited Use of Portal (see Section 11 hereof) or any other conduct which, in the sole judgment of RE/MAX, compromises or may compromise the value, integrity or viability of the Portal or detracts from the reliability or reputation of such extranet service or of the RE/MAX name or organization.
- Member Access Fees. There is currently no Member Access Fee for the Portal. RE/MAX may, in its sole discretion, impose an Access Fee for Members at any time by posting notice on the Portal of any such Access Fee, the amount of such Access Fee, and the date such Access Fee becomes effective, along with instructions for payment. Although there is not a Member Access Fee for the Portal, the Member must be current on their Annual Dues or the service may be suspended until such time that the fees are paid in full (see Section 2).
- Modification of Agreement. This Agreement may be modified by RE/MAX at any time, without limitation, by posting notice on the Portal of any modifications to the terms or conditions of this Agreement. Unless otherwise specified in the notice, any modifications to the Agreement shall be effective when posted on the Portal.
- Member's Use of Portal. Member agrees that any and all information Member places on the Portal shall at all times be:
- True and accurate in all respects to Member’s knowledge and belief;
- Corrected promptly by Member;
- Lawfully placed on the Portal; and
- Accessed, used, and distributed strictly in accordance with all terms of this Agreement.
- Limited Access to and use of RE/MAX Advertising Materials. In limited circumstances RE/MAX may make available for download via the Portal certain audio and visual advertising materials, including but not limited to radio commercials, jingles and other proprietary music, television commercials, or ad slicks (the “RE/MAX Advertising Materials”). You hereby acknowledge and agree that you will observe any limits on the use of such RE/MAX Advertising Materials that are required by RE/MAX, by law, or by anyone with an interest in such RE/MAX Advertising Materials. The use of any RE/MAX Advertising Materials may be discontinued at any time at RE/MAX’s sole option, and you agree to take any action required to discontinue such use when required. You further agree to (a) use the RE/MAX Advertising Materials in the form in which they have been created, without modification other than to add on, when and where permitted, your business contact information (such as your full office name, office address, e-mail address, telephone numbers, and “Each Office Independently Owned and Operated”) in a manner compliant with the RE/MAX Brand Identity Trademark And Graphic Standards manual; (b) use the RE/MAX Advertising Materials only for promoting and advertising your RE/MAX real estate activities and not in any way that harms, disparages, detracts from, or devalues RE/MAX; (c) comply with any expiration date(s) for such RE/MAX Advertising Materials, whether such dates are posted on slates preceding televisions commercials, posted on the Portal, or communicated in any other manner; (d) upon an expiration date that applies to particular RE/MAX Advertising Materials, immediately delete, destroy, and otherwise stop any and all usage of, any products or materials, even ones that you have created or purchased, that incorporate or use any portion of such expired RE/MAX Advertising Materials; (e) upon any notification from RE/MAX requiring that you do so, which may consist solely of posting the notification on the Portal, immediately delete, destroy, and otherwise stop any and all usage of, any products or materials, even ones that you have created or purchased, that incorporate or use any portion of the RE/MAX Advertising Material that is the subject of such notification; and (f) regularly check the Portal and any other communication from RE/MAX for such notifications and expirations. You also hereby agree that if you modify the RE/MAX Advertising Materials in any manner, including but not limited to adding on your business contact information, you do so at your own risk and you assume any and all liability for (i) any claims that such usage is improper, including copyright infringement or a misleading or false advertisement and (ii) any and all costs incurred by RE/MAX arising from any claims relating to your usage of the RE/MAX Advertising Materials, including court costs and attorney fees.
- Prohibited Use of Portal. Member agrees to abide by all applicable local, state, national, and foreign laws, treaties, and rules and regulations in connection with the Portal and agrees not to use the Portal or any feature, aspect, or data in, a part of, or from the Portal to:
- Post or send any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; harvest, collect, gather, or assemble information or data regarding other Members, including, but not limited to, e-mail addresses and payment information without their consent;
- Transmit, upload, post or publish on the Portal any unlawful, harassing, libelous, abusive, tortious, defamatory, threatening, harmful, invasive to another’s privacy, vulgar, obscene, sexually oriented, pornographic, or otherwise objectionable material of any kind or nature;
- Transmit any material that Member knows or should know contains a software virus or viruses, or other harmful or objectionable computer code, files, program or routine such as Trojan horses, worms, time bombs, cancel bots, or popups;
- Attempt to gain unauthorized access to the Website, other accounts, computer systems, networks, or Members connected to or using the Website, through password mining or any other means;
- Interfere with or disrupt servers, networks, hardware, software, or Members connected to or using the Portal, or violate the licenses, policies, procedures, or regulations of such;
- Attempt to gain unauthorized access to the Portal, other accounts, computer systems, networks, or Members connected to or using the Portal, through password mining or any other means;
- Harass or interfere with another Member’s use or enjoyment of the Portal or other Member’s information or data on the Portal;
- Engage in “scamming”, “spoofing”, “spamming” or any other objectionable or illegal e-mail activities, whether or not using the e-mail alias address assigned by RE/MAX to Member;
- Transmit, upload, post or publish any material which may infringe upon any intellectual property or other rights of any person including without limitation trademark rights, copyrights, or rights of publication in any form or format without the express written authorization of the owner of the copyrighted or proprietary material. When copyrighted or proprietary material is uploaded, posted or otherwise published by Member on the Portal, Member agrees to include with such material all notices of copyright or claims of proprietary rights that are required by law;
- Copy any portion of the Portal for any purpose, including, but not limited to, copy any portion of the Portal for transmission or use, directly or indirectly, on any computerized electronic exchange other than the Portal, excepting only that portion of the information or data on the Portal that Member uploaded to the Portal through Member’s Account;
- Grant access to Member’s Account to any other person;
- Transfer, rent, lease, grant a security interest in, or otherwise encumber in any way any portion of the Portal or any of Member’s rights to access or use of the Portal, whether through this Agreement or otherwise;
- Delete any author attributions, legal notices, or proprietary designations or labels in any file that is uploaded;
- Falsify the origin or source of software or other material contained in a file that is uploaded;
- Transmit information that the Member knows or should know is unlawful (including, but not limited to, using payment information without the express written authorization of the Cardholder as defined by the PCI DSS; or
- Download any file posted by another Member that Member knows, or reasonably should know, cannot be legally distributed in such manner;
RE/MAX reserves the right to refrain from processing and/or to delete from the Portal any software, file, information, communication or other material or content that, in the judgment and sole discretion of RE/MAX, is inconsistent with or contrary to the Purpose of the Portal or the prohibitions specified in this Section 11.
- Member Responsibilities.
- Member agrees no other individual or entity, including other Members, shall access the Portal through Member’s Account. Member agrees it shall be responsible for any and all charges, claims, liabilities, losses, damages, costs and expenses (including reasonable attorney fees) that arise from any unauthorized access to the Portal through Member’s Account. Member agrees to comply with all applicable laws with respect to use of the Portal and with all rules and regulations adopted by RE/MAX governing use of the Portal. Member is responsible for reading and complying with all rules, regulations, warnings, notices and instructions posted by RE/MAX on the Portal.
- Member is responsible for any and all information and data that Member directly or indirectly places on the Portal. Member shall indemnify and hold RE/MAX and its shareholders, directors, officers, employees, and agents harmless from and against any and all claims that any information or data that Member places directly or indirectly on the Portal is inaccurate, incomplete or unauthorized in any respect.
- Member acknowledges and agrees that all information Member places on the Portal is accessible by RE/MAX at all times and may be revised by RE/MAX to conform to any Portal requirement, although RE/MAX is under no obligation to reformat any data and shall not be liable to Member or any other person for any information or data or revisions thereto.
- Member hereby authorizes RE/MAX to place cookies and other files on Member’s computer hard drive or other storage medium to assist the Portal in limiting access to only authorized Members and recording authentication information for the duration, activities, and content of each session of the Member on the Portal.
- Member is responsible for any and all activities that occur under its Account, and must log off and exit from its Account at the end of each session of use. Member shall send RE/MAX notice immediately upon being aware or suspicious of any unauthorized use of the Portal by any person.
- Member grants RE/MAX full access to any information regarding Member, Member’s Account, any information Member places on the Portal, all cookies and any other information gathered in connection with use of the Portal. Member hereby consents to the use and disclosure of any and all such information and data, including as may be required by law or by governmental authority, or as RE/MAX may from time to time deem appropriate in accordance with Member’s affiliation with the RE/MAX franchise network. This access specifically excludes Member’s Cardholder data as defined by the PCI DSS, which is transmitted to the authorized payment gateway and third party transaction processing system directly without being accessed or stored by RE/MAX.
- Member hereby grants RE/MAX and its assigns a non-exclusive, unrestricted, perpetual royalty-free license to display, publish, and otherwise use any and all information or data Member places on the Portal.
- Member acknowledges and agrees that if RE/MAX reasonably suspects that any material information supplied by Member is untrue, inaccurate, unauthorized, not current, or incomplete, RE/MAX in its sole and absolute discretion has the right to suspend or terminate Member’s access to the Portal and the E-mail Forwarding Feature, and may restore Member’s access to the Portal and E-mail Forwarding Feature after any and all defaults have been cured to RE/MAX’s satisfaction.
- Member authorizes RE/MAX to send Member e-mail messages and electronic communications, including but not limited to periodic company news updates, billing information, information concerning educational courses, special announcements, industry news of special interest and regional information. Member further authorizes RE/MAX and Third Parties to send commercial electronic mail messages (as defined by the CAN-SPAM Act of 2003, and acts amendatory thereto) to Member at Member’s remax.net e-mail address and Member’s e-mail accepting address. Member acknowledges and agrees that RE/MAX may provide Member’s remax.net address and e-mail accepting address to Third Parties who may send Member commercial electronic mail messages directly. For Canadian Members only, Member opts-in under the CAN-SPAM Act of 2003 and the Canadian Anti-Spam Legislation and further authorizes RE/MAX and Third Parties to send commercial electronic mail messages to Member at Member’s remax.net e-mail address and Member’s e-mail accepting address. Member acknowledges and agrees that RE/MAX may provide Member’s remax.net address and e-mail accepting address to Third Parties who may send Member commercial electronic mail messages directly.
- Except for RE/MAX Approved Suppliers who will not be assigned a remax.net e-mail address, Member authorizes RE/MAX to use the remax.net e-mail address assigned to Member by RE/MAX as Member’s primary e-mail address in Member’s profile in the Portal.
- Member may request, and RE/MAX may provide to Member a remax.net e-mail address only in a format that complies with the Remax.net E-mail Address Format Policy, as updated from time to time. RE/MAX is not responsible for any costs or expenses, including, but not limited to, those for printing promotional materials with non-compliant email addresses, that Member incurs as a result of requesting a remax.net e-mail address that RE/MAX determines, in its sole discretion, does not comply with such policy.
- Member acknowledges and agrees that the E-mail Forwarding Feature on the Portal is not warranted or represented to be private, reliable, timely, deliverable or available on a 24 hours per day/7 days per week basis.
- Member acknowledges the Portal will not be available or accessible during routine scheduled downtime for maintenance.
- Member acknowledges and agrees that spam and virus filters on the Portal may not catch e-mails directed to Member that contain spam or a virus.
- Member acknowledges that RE/MAX, in its sole discretion, may limit the size of file attachments to e-mails sent by a Member to another Member’s remax.net e-mail address.
- Member acknowledges and agrees that if Member fails to update its e-mail accepting address, the E-mail Forwarding Feature of the Portal will not function and Member’s remax.net account may be cancelled.
- Member hereby certifies that Member is the authorized user of the e-mail accepting address that Member has provided RE/MAX for use as the E-mail Forwarding Feature’s e-mail accepting address for Member.
- Member agrees to promptly notify RE/MAX of any change in its e-mail accepting address linked to the E-mail Forwarding Feature. Member acknowledges that any failure to do so may adversely impact RE/MAX, including but not limited to under the provisions of the CAN-SPAM Act of 2003 and the Canadian Anti-SPAM Legislation. Therefore, Member agrees to accept and to indemnify and defend RE/MAX from any and all liability that may arise from Member’s failure to keep RE/MAX accurately informed and updated regarding Member’s current e-mail accepting address or Member’s authorized user status concerning such e-mail accepting address.
- Member acknowledges and agrees that if Member is suspended or terminated by RE/MAX, Member will not be able to access the Portal and Member’s e-mail will not be forwarded to Member’s e-mail accepting address.
- If Member is a RE/MAX Approved Supplier, Member agrees to comply with the RE/MAX Electronic Advertising Guidelines with respect to e-mail directed to Members.
- Members who are RE/MAX Approved Suppliers agree to respond on-line to all inquiries directed to them from Members about the Approved Supplier’s products and/or services by no later than the next business day after receipt of the inquiry.
- Member acknowledges that all information Member places on the Portal (other than Member entered statistical and Cardholder payment data) is public, and not private, communication. Further, Member acknowledges that all information, pictures, analysis, postings, conferences, and other communications by other Members are not endorsed by RE/MAX and such communications shall not be considered reviewed, screened, or approved by RE/MAX. RE/MAX reserves the right for any reason to remove, without notice, any information received from any Member. RE/MAX reserves the right to deny, in its sole discretion, any Member access to this Portal or any portion thereof without notice.
- No Unlawful or Prohibited Use. As a condition of Member’s use of the Portal, Member warrants that Member will not use the Portal for any purpose that is unlawful or prohibited by this Agreement.
- Support. RE/MAX shall only provide on-line technical support for difficulties Member may have accessing the Portal or any of its features. Technical support shall not include any aspect of Member’s computer hardware, software, configurations, means of gaining access to the Internet, ability to browse the Internet, or ability to access any facet or portion of the Portal.
- Copyrights and Licenses.
- RE/MAX hereby claims and reserves all rights in copyrights and other rights in and to the Portal, including the Portal name, front page, Portal graphics and all material and content originating with or provided by RE/MAX, including any audio or visual advertising materials or other documents accessible through the Portal.
- Except to the extent, if any, permitted by the “fair use” doctrine of copyright law, or as permitted in Section 10 above, Member agrees that wherever a copyright notice or claim is included (i) with or on any content or material or (ii) on any screen display on the Portal, that Member will not download, duplicate, forward, distribute, display, perform or otherwise use such content, material or screen display without the express written authorization from the owner of such copyright.
- Member acknowledges and agrees that only the owner of copyrighted or proprietary material, and those authorized in writing by the owner of such material to do so, may upload copyrighted or proprietary material to the Portal. Member agrees that it will not upload copyrighted material to the Portal for the purpose of making such copyrighted material available to other Members without the express written authorization to do so from the owner of such copyright. For copyrighted material that Member is authorized to upload to the Portal, Member agrees it shall designate the copyrighted nature of such material and the scope of its permitted use. Member acknowledges and agrees that in posting or uploading any copyrighted material, changes to or deletion of author attribution or copyright notice is expressly prohibited.
- Member agrees software or tools downloaded or otherwise available through access to the Portal may not be reverse engineered or otherwise tampered with unless specifically authorized in writing by the owner of the rights in such software or tools.
- Member may upload public domain material to the Portal and may download such material for Member’s own use. Member is responsible for and assumes all risks regarding the determination of whether material downloaded from or posted on the Portal is in the public domain.
- Disclaimer of Warranties and Exclusion of Liability.
- RE/MAX does not endorse or guarantee the accuracy, completeness, truthfulness or reliability of any service, opinion, advice, communication, information or other material or content included on or made available on, over or through the Portal. Member hereby waives all claims against RE/MAX, including any claims that arise as a result of Member’s use of or reliance upon the accuracy, completeness, truthfulness, security or reliability of any service, opinion, advice, communication, information or other material or content included on or made available on, over or through the Portal. Member expressly acknowledges that the provisions of this Section 16 relating to disclaimer of warranties and exclusion of liability shall also apply to any claims relating to access to services, information and other content provided by parties other than RE/MAX, and any other content available through the Portal. Member agrees it will not hold RE/MAX responsible for any selection or retention of, or the acts or omissions of, third parties in connection with the Portal.
- Member expressly acknowledges that the Disclaimer of Warranties and Limitation of License set forth in Section 5 of this Agreement and RE/MAX’s disclaimer of warranties and exclusion of liability set forth in this Section 16 shall also apply to any claims relating to access to services, information and other content provided by Members or parties other than RE/MAX, and any other content available through the Portal. Member agrees it will not hold RE/MAX responsible for any selection or retention of, or the acts or omissions of, third parties in connection with the Portal.
- Indemnity. Member agrees to indemnify, defend, and hold harmless RE/MAX and its shareholders/members, directors/managers, officers, employees, and agents from and against any and all claims, suits, proceedings, liabilities, losses, damages, costs and expenses whatsoever, including reasonable outside attorney fees and disbursements, court costs or arbitration costs, arising out of any breach or violation by Member of any term or condition of this Agreement. The obligations of Member to indemnify RE/MAX shall survive expiration or termination of this Agreement.
- Privacy Provisions. As a Member, when you voluntarily complete RE/MAX’s on-line registration process or provide information through any of the methods described in paragraph 1 above, we collect that information as well as data related to your Portal visit and usage. We collect personally identifiable information (including, but not limited to, name, address, email address and phone number) as well as cardholder data that is voluntarily provided to us by you. For example, you voluntarily provide personally identifiable information when you send us an email, use certain features of the Portal such as registering for or logging into the Portal, or enter Cardholder data for payment purposes. We collect detailed, transaction level data for each Member. In addition, during your visit we automatically collect certain aggregate information related to your Portal visit. Aggregate information is non-personally identifiable or anonymous information about you, including the date and time of your visit, your IP address, your computer browser information, the Internet address that you visited prior to and after reaching the Portal, the name of the domain and host you used to access the Internet, and the features of our Portal which you accessed.
Data about your activities online may be collected for use in providing advertising tailored to your individual interests, either by us, our affiliates, or Third Parties. We may use Third Parties such as network advertisers and ad exchanges to serve advertisements across the Internet and may use third party analytics service providers to evaluate and provide us and/or third parties with information about the use of these ads on third party websites and viewing of ads and of our content. The information collected may include information about your visits to the Portal, such as the pages you have viewed. These third-party tracking technologies may be set to, among other things: (a) help deliver advertisements to you that you might be interested in; (b) prevent you from seeing the same advertisements too many times; and (c) understand the effectiveness of the advertisements that have been delivered to you. This collection and ad targeting takes place both on the Portal and on third-party websites or services that participate in the ad network, such as websites that feature advertisements delivered by the ad network. This process also helps us track the effectiveness of our marketing efforts. We and third-party vendors, including Google, use first-party cookies (such as the Google Analytics cookie) and third-party cookies (such as a DoubleClick cookie) together to report how your ad impressions, other uses of ad services, and interactions with these ad impressions and ad services are related to visits to the Portal.
Please note, our Services do not currently respond to browser do-not-track signals. Further, our third party advertising networks may install their own cookies, including cookies that may track our visitors to the Portal over time and across third party sites, and which may change over time without notice to you or RE/MAX.
- How RE/MAX Uses Information- RE/MAX uses collected information to grant Members access to all of the services and information encompassed by the Portal (including but not limited to the email forwarding feature, LeadStreet® and the other services and functions set forth in Paragraph 1 above). We also use such information to: respond to inquiries or service requests and monitor such responses; provide information about and market our products or services or those of the RE/MAX franchise network of independently owned offices, their affiliated independent real estate agents and Third Parties; resolve problems; and manage the Portal and assess its usage. In addition, collected cardholder data may be transferred to third party service providers, such as Chase Paymentech, Inc. and Cybersource, Inc. Such third party providers will be responsible for collecting, verifying, processing, and storing cardholder data.
- Governing Law. This Agreement shall be governed by the laws of the state of Colorado without regard to its conflict of laws principles. The courts of Colorado shall have exclusive jurisdiction over all disputes relating to this Agreement. Member agrees that venue and jurisdiction for judicial proceedings is proper and shall exist exclusively in Denver, Colorado.
- Entire Agreement. Unless modified as provided in Section 8, this Agreement includes the entire understanding between RE/MAX and Member regarding the subject hereof and supersedes all previous agreements between them.
- Assignment. This Agreement and the rights and obligations created hereunder shall be binding upon and inure solely to the benefit of RE/MAX and Member and their respective successors and assigns, and no other person or legal entity shall acquire or have any rights under or by virtue of this Agreement. This Agreement may be assigned by RE/MAX to a corporate affiliate, subsidiary or successor in interest, in RE/MAX’s sole discretion. This Agreement may not be assigned or otherwise transferred by Member without the prior written consent of RE/MAX.
- Severability Clause. If any term or condition of this Agreement or application of any such term or condition is held unlawful or invalid, the remainder of this Agreement and the application of such term or condition other than to the extent it is held unlawful or invalid, will not be held unlawful, invalidated, or affected thereby, and shall remain in full force and effect.
- No Waiver. A failure by RE/MAX or Member to enforce at any time any term or condition of this Agreement shall not be considered a waiver of that party’s right thereafter to enforce that same term or condition or any other term or condition of this Agreement.
- Headings. The headings contained in this Agreement are for convenience only and shall not affect the construction of any provision of this Agreement.
- No Joint Venture. RE/MAX and Member agree that this Agreement does not create a joint venture, partnership, employment, or agency relationship as a result of this Agreement or Member’s use of the Portal. RE/MAX and Member expressly understand and agree that each party is acting as an independent contractor unrelated to the other party or its subsidiaries or affiliates.
- Third Parties' Networks. The Portal may contain hyperlinks to websites operated by parties other than RE/MAX. RE/MAX does not control such websites and is not responsible for their content or the availability, security or integrity of any information submitted to such websites. RE/MAX’s inclusion of hyperlinks to such websites does not imply any endorsement of the material, products or services on such websites or any association with their operators. The Portal contains functionalities and services that allow sending, delivering or receiving information between Members, RE/MAX and third parties, which may be relayed or carried through RE/MAX, public, third parties’ or other networks, systems, servers, websites, applications, or Software as a Service ("SaaS") (e.g., telephone and cellular networks, e-mail servers) ("Third Parties’ Networks"). The Third Parties’ Networks are not controlled by RE/MAX in any way and RE/MAX shall not be held responsible for the performance, security, integrity, availability, functionality, quality or reliability of any of the Third Parties' Networks or the information sent, delivered, relayed, carried or received through the Third Parties’ Networks. Notwithstanding anything herein, RE/MAX does not warrant or guarantee that the information sent, relayed, carried or delivered through these Third Parties’ Networks will reach its destination or its correct address or recipient, that the details of the recipient or sender are correct or accurate, or that the integrity or confidentiality of the information will be maintained in transit.
- Force Majeure. RE/MAX shall not be liable for, and shall be excused from, any failure to deliver or perform, or for any delay in delivery or performance, due to causes beyond its reasonable control, after exercising its best commercially reasonable efforts to remedy any such failure or delay, including without limitation any government actions, fire, work stoppages, civil disturbances, interruptions of power or communications to RE/MAX or any facilities used by or for RE/MAX, failure of the Internet, hosting, telecommunications, or other services to RE/MAX or facilities used by or for RE/MAX, natural disasters, acts of God, or acts of terrorism or war.
- Notice. Whenever Member is required by the terms of this Agreement to provide notice to RE/MAX or obtain written permission from RE/MAX, it shall be sent via e-mail to firstname.lastname@example.org.