License Agreement

Definitions

Agent Assistant: the Agent Assistant software program, websites, servers and other hardware, including any future updates or modifications made thereto.

Note: this agreement is for individual agents only. Companies must contact CompassPoint LLC. for a separate agreement.

Limited License

By this agreement, CompassPoint LLC shall grant Applicant with limited use of Agent Assistant. This contract does not transfer ownership, or provide unrestricted access. The Agent Assistant software, including all screens, interfaces, code and methods are protected by US Copyright laws and international treaty provisions. Except for explicit use granted herein, CompassPoint LLC reserves all rights to Agent Assistant.

Payment

By clicking "I Agree" below, and/or by continued use of Agent Assistant, you authorize CompassPoint LLC to bill your credit card according to the schedule outlined in the Agent Assistant Application.

If CompassPoint LLC does not receive payment from the card issuer or its agents, you agree to pay all amounts due upon demand by CompassPoint LLC Each time you use CompassPoint LLC you agree and reaffirm that CompassPoint LLC is authorized to charge your designated card. Your card issuer agreement governs your use of your designated card in connection with CompassPoint LLC, and you must refer to that agreement with respect to your rights and liabilities as a card holder. You agree that CompassPoint LLC may, at its option, accumulate charges incurred during your billing cycle and submit them as one or more aggregate charges during or at the end of each cycle for electronic funds transfer from your checking account or credit card as applicable. This means that accumulated charges may appear on the statement you receive from your bank or card issuer. Further, you agree that CompassPoint LLC may delay obtaining authorization from your card issuer until submission of the accumulated charges.

If CompassPoint LLC does not receive the full amount of your CompassPoint LLC account balance within thirty (30) days of the invoice date, an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month late charge may be added to your bill and immediately become due and payable. Member shall be liable for all attorney and collection fees arising from CompassPoint LLC's efforts to collect any unpaid balance of your account. You agree to be billed for and to pay any outstanding balance in the event of cancellation or termination of your CompassPoint LLC account. Unless you notify CompassPoint LLC of any discrepancies within ninety (90) days after they first appear on your account statement, they will be deemed acceptable by you for all purposes, including resolution of inquiries made by your card issuer. You release CompassPoint LLC from all liabilities and claim of loss resulting from any error or discrepancy that is not reported to CompassPoint LLC within ninety (90) days of its publication.

CompassPoint LLC RESERVES THE RIGHT, AT ANY TIME, TO CHANGE ITS FEES AND BILLING METHODS, INCLUDING THE ADDITION OF SUPPLEMENTAL FEES OR SEPARATE CHARGES FOR System AREAS, CONTENT, OR SERVICES PROVIDED BY COMPASSPOINT LLC, OR ITS AFFILIATES. such changes shall become EFFECTIVE THIRTY (30) DAYS AFTER notification by email to the applicant's primary email account as listed on the Agent Assistant Application. COMPASSPOINT LLC MAY ALSO ELECT, AT ITS DISCRETION, TO SUPPLEMENT SUCH NOTICE OF BILLING CHARGES THROUGH ONLINE MESSAGES OR THROUGH THE U.S. MAIL. If any such change is unacceptable to you, you may terminate your Account. Your continued use of Agent Assistant following the effective date shall constitute your acceptance of such change. Your Account fees are payable in advance and are not refundable in whole or part.

In the event that your account is terminated or canceled by CompassPoint , no refund, including any account fees, will be granted no online time or other credits will be credited to you or can be converted to cash or other form of reimbursement. Agents whose accounts in CompassPoint LLC have terminated may not access Agent Assistant without CompassPoint LLC's prior express written permission. Any delinquent or unpaid accounts must be brought current before you may re-register with CompassPoint LLC.

CompassPoint LLC's Responsibilities

CompassPoint LLC's sole obligation under this contract is to maintain the Agent Assistant software and hardware as described herein. All other obligations are hereby refuted, including the system's suitability for any particular purpose. Under no circumstance shall CompassPoint LLC. or their employees be held responsible for any liability greater then the amount of one month rental stemming from the use of the system, including but not limited to loss of revenue or profits, loss of use, interruption of business, or for any indirect, special, incidental, or consequential damages of any kind, based upon any claim, whether in contract or tort, arising out of or related to this agreement.

All information gathered by Agent Assistant is deemed reliable but not guaranteed. Appropriate steps should be taken to determine the accuracy of any information provided before acting on it.

Applicants' responsibilities

Applicants' responsibilities under this agreement shall be considered to be the same as if the applicant were to perform the searches him/herself, including responsibility for moderating which information is released to non-MLS members. CompassPoint LLC shall provide online controls for moderating buyers' access to information.

Access Rights

This System has been designed to provide certain functionalities through access to certain data systems. CompassPoint LLC is not a licensed realtor nor a multiple listing service (MLS). This agreement does not grant you access to any MLS board. All applicants must maintain access rights at all times to each corresponding MLS systems to retain license to use Agent Assistant. By clicking "I Agree" below, and/or by continued use of Agent Assistant, you affirm that you are a licensed Realtor. Each applicant must supply authorized sign-in passwords which shall be kept in confidence and which are to be used only for the purpose of effecting the authorized searches.

RE Infolink has authorized CompassPoint, LLC (the "Vendor") to access and download electronic non-confidential property images and compilation data belonging to RE Infolink (the "Property Records") for use by RE Infolink's MLS Participants and Subscribers in connection with the conduct of their real estate businesses. This License Agreement sets forth certain terms and conditions regarding your rights and obligations as an MLS participant or Subscriber to use the Property records that are downloaded for use by Vendor.

The Property Records are the valuable and confidential information of RE Infolink and will be provided solely for your use and benefit as an MLS Participant or Subscriber of RE Infolink. You will obtain no title or ownership to the Property Records.

You will have a limited, non-transferable, personal license and right to use the Property Records strictly in connection with your real estate business and in accordance with the terms and restrictions set forth in the MLS Rules and Regulations which are applicable to you. Each Property Record provided to you represents a compilation of MLS data within the meaning of the MLS Rules, and , your rights to display, reproduce, use and distribute such records are restricted as set for the in MLS rules.

You may not sublicense, sell, transfer or assign any of your rights to use the Property Records, and you are required to take all reasonable steps to protect each record contained in the Property Records from unauthorized copying or use by others.

Your license will automatically terminate if you breach any terms hereof or the MLS Rules applicable hereto. RE Infolink shall be entitled to equitable remedies, including injunctions, in addition to other remedies available to it under MLS Rules and applicable law.

The Property Records will be provided "AS IS" to and through Vendor, and RE Infolink disclaims any responsibility regarding the quality or accuracy of the Property Records provided to or for you or their fitness for your particular purposes.

Termination of This Agreement

After the initial sign-up period has expired as described in the AgentAssistant Application, continued use of Agent Assistant shall be on a month-to-month basis. Either Applicant or CompassPoint LLC may terminate your account at any time. Your termination will take effect within a reasonable time after CompassPoint LLC's receipt of your notice as described above.

Scope of this agreement

This document constitutes the entire Agreement and supersedes all other communications, agreements or understandings, whether written or oral. If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, that provision shall be severed from this Agreement and shall not affect the validity or enforceability of the remaining provisions of this Agreement. This Agreement and any disputes arising herefrom shall be governed by and interpreted, in all respects, in accordance with the applicable law of the state of California, including patent and copyright laws, without regard to principals of conflict of law. Any claim arising out this Agreement will be brought in Santa Clara County, California. Each party hereto represents and warrants that it has the requisite right, power and authority to enter into this Agreement and that this Agreement shall constitute the legal and binding obligation of such party, enforceable against each party in accordance with its terms.

By use of the site, you acknowledge that you have read this document, understand it, and agree to be bound by its terms and conditions: you also represent that you are an MLS Participant or Subscriber of the MLS services you use and that you are duly authorized to execute and deliver this License Agreement.