Last Updated: Oct 24, 2016
These Terms of Service (“Terms”) apply to your access to and use of the websites, applications and other online products and services (collectively, our “Services”) provided by Assess+RE, Inc. (“Assess+RE,” “we,” or “us”). By clicking to indicate your acceptance of these Terms, or otherwise using the Services, you agree to these Terms. If you do not agree to these Terms, do not access or use our Services. If you are accessing or using our Services on behalf of another person or entity (such as using the Services for company’s purposes), you represent that you are authorized to accept these Terms on that person or entity’s behalf and that the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms.
If you have any questions about these Terms or our Services, please contact us at firstname.lastname@example.org.
You must be at least 18 years of age to access or use our Services. By using the Services, you state that: (1) you can form a binding contract with us; (ii) you have not been previously suspended or removed from the Services, or engaged in any activity that could result in suspension or removal from the Services; and (iii) you are not a person who is barred from receiving or using the Services under the laws of the United States or any other applicable jurisdiction.
You will need to register for an account to access our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission or any other breach of security related to the Services of which you become aware. If you permit others to use your account credentials, you are responsible for the activities of such users that occur in connection with your account.
By creating an Assess+RE account, you also consent to receive electronic communications from Assess+RE (e.g., via email or by posting notices on our Services). These communications may include notices about your account (e.g., payment authorizations, password changes and other transactional information) and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing.
Continuous Subscriptions: When you register for a subscription, you expressly acknowledge and agree that Assess+RE (or our third party payment processor) is authorized to charge you on a monthly, quarterly, or annual (depending on the plan you subscribe to) basis for your subscription (in addition to any applicable taxes and other charges) for as long as your subscription continues, and (b) your subscription is continuous until you cancel it or we suspend or stop providing access to the Services in accordance with these Terms.
Cancellation Policy: You may cancel your subscription at any time by clicking on the cancellation link in your account settings and following the steps for cancellation. Any cancellation will take effect at the end of the current billing cycle. No prorated refunds are provided for cancellations made before the end of the current billing cycle, except as required by law or for limited circumstances as determined in our sole discretion.
From time to time, to the extent legally permitted, we may offer free trials of certain subscriptions for specified periods of time without payment. If we offer you a free trial, the specific terms of your free trial will be provided in the marketing materials describing the particular trial or at registration.
By providing a credit card or other payment method that we accept, you represent and warrant that you are authorized to use the designated payment method and that you authorize us (or our third party payment processor) to charge your payment method for the total amount of your subscription or other purchase (including any applicable taxes and other charges) (collectively, as applicable, an “Order”). If the payment method cannot be verified, is invalid or is otherwise not acceptable, your Order may be suspended or cancelled. You must resolve any problem we encounter in order to proceed with your Order. In the event you want to change or update payment information associated with your Assess+RE account, you can do so at any time by logging into your account and editing your payment information.
You acknowledge that the amount billed may vary due to promotional offers, changes to your Subscription or changes in applicable taxes or other charges, and you authorize us (or our third party payment processor) to charge your payment method for the corresponding amount.
All prices are shown in U.S. dollars and applicable taxes and other charges, if any, are additional. We reserve the right to adjust prices as we may determine in our sole discretion, at any time and without notice; provided, however, that if we change the amounts or other charges associated with your Subscription, we will provide advance notice of such changes in accordance with Section 2. We will not, however, be able to notify you of changes in any applicable taxes. The beginning of a new payment period, as applicable, without any notification to us of your intent to cancel your Subscription will confirm your acceptance of such changes, unless you cancel your subscription(s) in accordance with the cancellation policies set forth above, as applicable.
We will collect applicable sales tax on the Services provided in states for which we determine we have a duty to collect sales tax. If an Order is subject to sales tax, you agree that the amount of taxes shown at checkout may be adjusted. Several factors may cause this, such as variances between processor programs and changes in tax rates.
Our Services, the technology used to provide the Services, and the text, graphics, images, photographs, videos, illustrations, trademarks, trade names, service marks, logos, slogans and other content contained therein (collectively, the “Assess+RE Content”) are owned by or licensed to Assess+RE and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, Assess+RE and our licensors reserve all rights in and to our Services and the Assess+RE Content.
You are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services and Assess+RE Content for your own personal use; however, such license is subject to these Terms and does not include any right to (a) sell, resell or commercially use our Services or Assess+RE Content; (b) copy, reproduce, distribute, publicly perform or publicly display Assess+RE Content, except as expressly permitted by us or our licensors; (c) modify the Assess+RE Content, remove any proprietary rights notices or markings, or otherwise make any derivative uses of our Services or Assess+RE Content; (d) use any data mining, robots or similar data gathering or extraction methods; and (e) use our Services or Assess+RE Content other than for their intended purposes. Any use of our Services or Assess+RE Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein.
Our Services may allow you and other users to create, post, store and share content, including (i) messages, text, photos, videos, and other materials (“User Comments”) and (ii) financial data, financial models and other materials submitted to, or created or prepared by using our Services (“Modeling Data,” collectively with User Comments, “User Content”). Except for the license you grant below, you retain all rights in and to your User Content, as between you and Assess+RE.
You grant Assess+RE a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully-paid, and sub-licensable license to use, reproduce, modify, publish, translate, create derivative works from, distribute, and display your User Content. You acknowledge and agree that:
You may not to create, post, store or share any User Content that violates these Terms or for which you do not have all the rights necessary to grant us the license described above. Although we have no obligation to screen, edit or monitor User Content, we may delete or remove User Content at any time and for any reason.
You will not violate any applicable law, contract, intellectual property or other third-party right or commit a tort, and you are solely responsible for your conduct while accessing or using our Services. You will not:
You may also only post or otherwise share User Content that is non-confidential and you have all necessary rights to disclose. You may not create, post, store or share any User Content that:
In addition, although we have no obligation to screen, edit or monitor User Content, we may delete or remove User Content at any time and for any reason.
We have a policy of limiting access to our Services and terminating the accounts of users who infringe the intellectual property rights of others. If you believe that anything on our Services infringes any copyright that you own or control, you may notify Assess+RE’s Designated Agent as follows:
Designated Agent: Tim Shelburne
152 Madison Avenue, 15th Floor
New York, NY 10016
Telephone Number: (646) 543-4027
E-Mail Address: email@example.com
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on our Services is infringing, you may be liable to Assess+RE for certain costs and damages.
Any questions, comments, suggestions, ideas, original or creative materials or other information you submit about Assess+RE or our products or Services (collectively, “Feedback”), is non-confidential. You hereby grant to Assess+RE an exclusive, royalty-free, irrevocable, perpetual worldwide right and license to use and disseminate Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless Assess+RE, our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “Assess+RE Parties”) from and against any loss, liability, claim, demand, damages, expenses or costs ("Claims") arising out of or related to (a) your access to or use of our Services; (b) your User Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with our Services. You agree to promptly notify Assess+RE Parties of any third party Claims, cooperate with Assess+RE Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys' fees). You also agree that the Assess+RE Parties will have control of the defense or settlement of any third party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Assess+RE or the other Assess+RE Parties.
We do not control, endorse or take responsibility for any User Content or third-party content available on or linked to by our Services.
You acknowledge and agree that investing in real estate is risky and certain risks cannot be mitigated or eliminated. Assess+RE is not a professional financial service provider or financial advisor, and our Services and Assess+RE Content do not constitute investment advice. Our Services and Assess+RE Content are provided for informational purposes only. You will not rely upon our Services and Assess+RE Content as financial or investment advice. We make no guarantees about the quality or success your Modeling Data, or of any investment or any investment results as a result of using our Services or Assess+RE Content. Assess+RE is not liable to you or any other person or with respect to any decisions you or any other person make as a result of your use of our Services or Assess+RE Content, or your interpretation of the data.
Your use of our Services is at your sole risk. Our Services are provided “as is” and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, Assess+RE does not represent or warrant that our Services are secure, accurate, complete, reliable, uninterrupted, current or error-free. While Assess+RE attempts to make your access to and use of our Services safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Services.
Assess+RE and the other Assess+RE Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, incidental, or special damages or lost profits, including without limitation lost revenues or profits, loss of use, loss of cost or other claims even if Assess+RE or the other Assess+RE Parties have been advised of the possibility of such damages.
The total liability of Assess+RE and the other Assess+RE Parties, for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the amount paid in the 3 month period immediately preceding the date on which your claim arose.
The limitations set forth in this Section will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of Assess+RE or the other Assess+RE Parties.
To the fullest extent permitted by applicable law, you release Assess+RE and the other Assess+RE Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. You expressly waive any rights you may have under California Civil Code § 1542 as well as any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
By accessing or using our Services, you consent to the processing, transfer and storage of information about you in and to the United States and other countries, where you may not have the same rights and protections as you do under local law.
Please read this Section carefully because it requires you to arbitrate certain disputes and claims with Assess+RE.
Except for small claims disputes in which you or Assess+RE seek to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Assess+RE seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Assess+RE waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, all disputes arising out of or relating to these Terms or our Services will be resolved through confidential binding arbitration held in the State of New York, County of New York, Borough of Manhattan in accordance with the Streamlined Arbitration Rules and Procedures ("Rules") of the Judicial Arbitration and Mediation Services ("JAMS"), which are available on the JAMS website and hereby incorporated by reference. You either acknowledge and agree that you have read and understand the rules of JAMS or waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason.
You and Assess+RE agree that any dispute arising out of or related to these Terms or our Services is personal to you and Assess+RE and that any dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding.
You and Assess+RE agree that these Terms affect interstate commerce and that the enforceability of this Section 15 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. You and Assess+RE agree that for any arbitration you initiate, you will pay the filing fee and Assess+RE will pay the remaining JAMS fees and costs. For any arbitration initiated by Assess+RE, we will pay all JAMS fees and costs. You and Assess+RE agree that the state or federal courts of the State of New York and the United States sitting in State of New York, County of New York, Borough of Manhattan have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.
Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Assess+RE will not have the right to assert the claim.
You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 15 by emailing firstname.lastname@example.org. In order to be effective, the opt out notice must include your full name and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Section 16.
These Terms and your access to and use of our Services will be governed by and construed and enforced in accordance with the laws of the State of New York, without regard to conflict of law rules or principles (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of the State of New York and the United States, respectively, sitting in the State of New York, County of New York, Borough of Manhattan.
All or part of our Services may be subject to U.S. export control and economic sanctions laws (“Export Controls”). You agree to abide by all Export Controls as they relate to your access and use of our Services. You may not access or use our Services if you are located in a jurisdiction where the provision of our Services is prohibited by law (a “Prohibited Jurisdiction”), and you may not provide access to our Services to any government, entity or individual located in any Prohibited Jurisdiction. You represent and warrant that: (a) you are not named on any U.S. government list of persons or entities prohibited from receiving U.S. exports, or transacting with any U.S. person; (b) you are not a national of, or a company registered in, any Prohibited Jurisdiction; and (c) you will comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which you are located.
If acquired by any agency of the U.S. Government, such agency acknowledges that (a) the Services constitute "commercial computer software" or "commercial computer software documentation" for purposes of 48 C.F.R. §12.212 and 48 C.F.R. §227.7202, as applicable; and (b) such agency's rights are limited to those specifically granted under these Terms.
We may make changes to these Terms from time to time. If we make changes, we will post the amended Terms to our Services and update the “Last Updated” date above. We may also attempt to notify you by sending an email notification to the address associated with your account or providing notice through our Services. Unless we say otherwise in our notice, the amended Terms will be effective immediately and your continued access to and use of our Services after we provide notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop accessing and using our Services.
We reserve the right, without notice and in our sole discretion, to terminate your right to access or use our Services. We are not responsible for any loss or harm related to your inability to access or use our Services.
If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
The following sections will survive the expiration or termination of these Terms and the termination of your Assess+RE account: all defined terms and Sections 2, 3, 4, 5 (1st paragraph), 6-18, 21-23.
These Terms constitute the entire agreement between you and Assess+RE relating to your access to and use of our Services. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Assess+RE. The failure of Assess+RE to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.