MLSpulse System TERMS OF USE AGREEMENT
	By accessing and using the MLSpulse System ("System") you are agreeing to be bound by this Terms of Use Agreement ("Agreement"). By accessing and using the MLSpulse System (“System”) you agree to share the contact information you have provided on your Account page with the real estate and mortgage professional/s that are assigned to your MLSpulse account. You also agree that the real estate and mortgage professional/s assigned to your MLSpulse account may provide information about the status of your home search or mortgage application to one another in order to serve you better. You also agree that the real estate and mortgage professional/s may contact you by telephone or email using information listed on your account without being in violation of any telemarketing, email SPAM, or privacy regulations or laws. Use of the System is contingent upon agreement to and compliance with this Agreement. If you reject this Agreement, you will not be able to use the System, which includes this web site and any associated software. This Agreement does not pertain to links to any other websites. It does not pertain to other services or applications on the subscribing real estate professional's or real estate organization's web site or mortgage professional’s or mortgage professional organization’s web site or any other advertiser or advertiser organization’s web site. In this Agreement the term ("Subscriber") refers to a real estate professional, organization or entity, that has an active MLSpulse Subscriber Agreement with Xtensible Technology ("Xtensible"). A ("Named User") is a real estate professional working directly for or under contract with the Subscriber and is listed by the Subscriber as a Named User under the Subscriber Agreement with Xtensible. For the purposes of this Agreement Named Users are considered a Subscriber. This Agreement makes reference to the Subscriber's customers as ("Participant-Users") who are users of the MLSpulse System ("System") or web site ("Site") by virtue of their contractual relationship with the Subscriber as potential property lessors, buyers or sellers. This Agreement also makes reference to ("Vendor Participants") who are Subscriber invited vendors or advertisers or Xtensible Technology invited vendors who may advertise or collaborate with the Subscriber or Subscriber’s Participant-Users on the Subscriber’s MLSpulse service. SERVICES PROVIDED The System enables Participant-Users to search a VOW or IDX database of a Multiple Listing Service ("MLS"), create/save property watches, receive e-mail notifications, perform showing requests and use a portfolio to save property information and comments. A real estate professional assigned to the Participant-User is allowed to view the Participant-User's portfolio, calendar and alerts and respond to showing requests. The Vendor Component of MLSpulse enables Xtensible Technology, the Subscriber and/or Named Users to add Vendor Participants to their MLSpulse service as an advertiser. Subscribers can communicate with the Vendor Participants (who have MLSpulse accounts) via the MLSpulse communication system (desktop alerts, email, shared notes and calendaring). The Vendor Participants are able to receive requests for information from the Participant-Users and respond to those requests via the MLSpulse communication system (desktop alerts, email, shared notes and calendaring).The System consists of hosted Internet services and software provided to the Subscriber by Xtensible. Xtensible is not a MLS. USE AND LIMITATIONS OF USE Access to and use of the System is contingent upon agreement and compliance with the terms and conditions of the Subscriber or Sponsor Agreements or any other MLSpulse Agreements and this "Terms of Use Agreement" made available on the MLSpulse pages of the www.mlspulse.com ("Site"). If you reject such terms and conditions, you will not be able to use the System. The System is provided for use ONLY by paid Subscribers who are licensed real estate professionals or Vendor Participants or their Participant-Users. The Subscriber's Account with Xtensible must be paid and current as per the Subscriber or Sponsor or Vendor Participants Agreements in order for the Subscriber, Named Users, Vendor Participants or their Participant-Users to access or use the System. The Subscriber MUST BE an active and authorized member of the Multiple Listing Service (MLS) accessed by the System. The System is only to be used to directly facilitate the purchase or sale of real estate property. The Participant-User agrees to use the System for their own personal and non-commercial use solely for the purpose of identifying prospective properties that the Participant-User may be interested in purchasing. The Subscriber, Named Users, Vendor Participants or Participant-User agrees not to modify, distribute, publish, re-use or re-display in another Web page/Web site/system, transfer or sell the software or capabilities made available through the System. The Subscriber, Named Users, Vendor Participants or Participant-User further agrees not to copy, reproduce, or transmit any of the software or capabilities obtained from or related to the System. The System is NOT TO BE USED for the purpose of MLS data scraping or other unauthorized use or sale of proprietary MLS or Participant-User information. The Subscriber, Named Users, Vendor Participants or Participant-User agrees not to publish, post, upload, distribute, link to, or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, material or information, and they agree not to use the System in any way that would disable, overburden, damage, or impair the use of the System. Any such prohibited activity would be cause for immediate termination of use by Xtensible. RIGHTS AND OWNERSHIP All the software capabilities and services provided by the System are owned and copyrighted or licensed by Xtensible, its suppliers, or affiliates. The listing information is the proprietary information of the Multiple Listing Service ("MLS") or third party listing information provider. No rights to the software, capabilities, MLS or third party information or other materials are transferred to the Subscriber, its Participant-Users, Named Users, Vendor Participants or any other users of the System. No reproduction, distribution, or transmission of the copyrighted or proprietary information or materials of the System is permitted without written permission of Xtensible. All rights are reserved. DISCLAIMER The information and/or capabilities provided by System are 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, XTENSIBLE DISCLAIMS ALL, WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Xtensible does not represent or warrant that the information and/or capabilities provided by the System will be uninterrupted or error free, that defects will be corrected or that the System or the server that makes the System available are free of viruses or other harmful components. Xtensible does not warrant or make any representation regarding the use or results of the use of the materials in the System in terms of their correctness, accuracy, reliability or otherwise. Xtensible is not responsible for the accuracy or completeness of the broker information, MLS information, sales information, listing information or other information provided, appearing on or through the System. Such information has been provided by independent third parties, who are solely responsible for their content. Xtensible is not responsible for any links to third party websites contained on this website or the Subscriber's or Vendor Participant’s or Advertiser’s website. Xtensible is not responsible for the content of any third party websites nor does it endorse any of the content found therein. Information, access or use of a third party website is done solely at the Subscriber's, Named User’s, Vendor Participant’s or its Participant-User's own discretion and risk. LIMITATION OF LIABILITY UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL XTENSIBLE 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 INFORMATION AND/OR CAPABILITIES OF THIS SYSTEM, EVEN IF XTENSIBLE OR ANY AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. XTENSIBLE'S MAXIMUM AGGREGATE LIABILITY TO THE SUBSCRIBER OR ITS PARTICIPANT-USERS OR NAMED USERS OR VENDOR PARTICIPANTS HEREUNDER SHALL BE LIMITED TO THE CURRENT MONTHS FEES, IF ANY, ACTUALLY RECEIVED BY XTENSIBLE FROM THE SUBSCRIBER, NAMED USERS OR VENDOR PARTICIPANTS HEREUNDER FOR ACCESS TO THE SYSTEM. THE SUBSCRIBER'S AND ITS PARTICIPANT-USERS' AND NAMED USERS AND VENDOR PARTICIPANTS RIGHTS AND REMEDIES, AND XTENSIBLE'S LIABILITIES, ARE LIMITED AS SET FORTH IN THIS AGREEMENT WHETHER BASED ON CONTRACT OR TORT AND IRRESPECTIVE OF FAULT, NEGLIGENCE OR OTHER LIABILITY. Any software, information, content, or material of any kind downloaded or otherwise obtained through the use of the System is done at the Named User’s, Vendor Participant’s, Subscriber's or its Participant-User's own discretion and risk, and the Named Users, Vendor Participants, Subscriber or its Participant-Users will be solely responsible for any damage to its computer system or loss of data that results from such download or use of capabilities, or software, or information, or other material. MULTIPLE LISTING SERVICE (MLS) INFORMATION, RULES AND REGULATIONS The property listing information provided is for the personal, non-commercial use of the Participant-User who has 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 such Participant-User has a good faith interest in 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 the Subscriber, the listing broker(s), the MLS nor Xtensible shall be responsible for any typographical errors, omissions, misinformation, or misprints and shall be held totally harmless. All parties disclaim any and all representations and warranties as to the accuracy of the property listing data and information set forth therein. The Subscriber is responsible for ensuring that it and its Participant-Users abide by all the rules and regulations of the Multiple Listing Service concerning the proper use, confidentiality, rights, and protection of MLS information. The Subscriber is responsible for ensuring that any agreements and/or payments required for access to the MLS are properly signed, paid for, and adhered to. Vendor Participants do not have access to MLS information. INDEMNIFICATION Subscriber and its Participant-Users, Named Users and Vendor Participants shall indemnify, defend, and hold harmless Xtensible and its shareholders, directors, employees, officers, affiliates and suppliers 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 Named User, Vendor Participant, Subscriber or the Participant-User; (b) arising out of errors or omissions with respect to listing information; (c) arising out of the unavailability of the System or information (d) arising out of the Named User, Vendor Participant, Subscriber's or its Participant-Users' use or misuse of Multiple Listing Service information and/or Participant-Users’ information; and (e) arising out of any claims brought or alleged by the Named Users, Vendor Participants, Subscriber, its Participant-User, the Multiple Listing Service, or third parties involving proprietary rights to data and other information provided to Subscriber, Named Users, Vendor Participants and Participant-Users by Xtensible under this Agreement. UNAUTHORIZED ACCESS OR MISUSE OF SYSTEM Any violation or non-compliance with this Agreement or that of the MLS organization or other third party information providers will be considered unauthorized use of the System. In addition, only paid Subscribers and their Participant-Users, Named Users and Vendor Participants are allowed to have access to the System. Any unauthorized access or misuse of the System will result in termination of System log-in access and use by the Named Users, Vendor Participants, Subscriber and its Participant-Users. If unauthorized access or misuse occurs, no payment or pre-payment will be refunded. Additionally, Xtensible reserves the right to prosecute and/or pursue damages as a result of any unauthorized access or misuse. USER REGISTRATION AND PREVENTION OF UNAUTHORIZED ACCESS Participant-Users must complete a registration process by providing the System with a current, complete and accurate e-mail address of the Participant-User. Participant-Users will then choose a user name. Subscribers, Named Users, Vendor Participants and Participant-Users are responsible for maintaining the confidentiality of their passwords and accounts. Furthermore, Subscribers, Named Users, Vendor Participants and Participant-Users are responsible for any and all activities that occur under their accounts. Subscribers, Named Users, Vendor Participants and Participant-Users agree to notify Xtensible immediately of any unauthorized use of their accounts or any other breach of security by sending an email to support@xtensible.com. Xtensible is not liable for any loss that you may incur as a result of someone else using a Subscriber's, Named User’s, Vendor Participant’s or Participant-User's password or account, either with or without the Subscriber's, Named User’s, Vendor Participant’s or Participant-User's knowledge. However, Subscribers, Named Users, Vendor Participants and Participant-Users could be held liable for losses incurred by Xtensible or another party due to someone else using their accounts or passwords. Subscribers, Named Users, Vendor Participants and Participant-Users may not use anyone else's account at any time, without the permission of the account holder. RIGHT TO MAKE CHANGES, IMPROVEMENTS OR MODIFICATIONS Xtensible reserves the right to make changes, modifications or improvements to the System or Site as necessary at any time and without prior notice to or approval by the Subscriber, Named User, the Participant-User, Vendor Participant or any other user of the System or Site. Xtensible also has the right, at any time, to modify this Terms of Use Agreement. SYSTEM AND SITE AVAILABILITY: The System and Site are made available on an "as available" basis. Xtensible reserves the right to make the System unavailable or take the System or Site down without notice as may be required to make modifications, or to protect the capability or integrity of the System or Site. SYSTEM REQUIREMENTS: Xtensible reserves the right to change the System requirements at any time without prior notice to or approval by the Subscriber, Named User, Vendor Participant, Participant-User or any other user of the System. The System requirements represent the minimum system capability required for use of the System. See the FAQ (Frequently Asked Questions) area for specific details. TERMINATION OF USE Termination for unauthorized access or misuse will occur immediately upon detection of such access or misuse. Termination may also occur if the Subscriber, Named User or Vendor Participant does not have an active Subscriber Agreement with Xtensible. GOVERNING LAW This Agreement shall be governed by the laws of the State of New Hampshire, without regard to its conflict of laws provisions BY ACCESSING THIS SITE AND SYSTEM, THE USER, SUBSCRIBER, NAMED USER, VENDOR PARTICIPANT OR PARTICIPANT-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. PRIVACY: SEE PRIVACY STATEMENT