TERMS OF USE

Effective Date:  December 1, 2013

Welcome to Four Walls Digital Corp.'s Virtual Office Website (Site). This Site is operated on behalf of our real estate broker/real estate agent client (Client) and our Client's brokers and salespersons (where applicable), by Four Walls Digital Corp. (FourWallsDigital) to provide you with access to a variety of real estate information services, including listing information, neighbourhood details and mobile applications (collectively, the Services). Access to and use of the Services is governed by these Terms of Use. Our Client, FourWallsDigital and our respective affiliates are referred to in these Terms of Use as "we", "us" or "our".

You are allowed to use our Services only if you can form a binding contract with us, and only in compliance with our Terms of Use and all applicable laws. You affirm that you have obtained the age of majority in Ontario, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in these Terms of Use, and to abide by and comply with the legal agreement created hereby between you and us.

The following terms and conditions apply to everyone who uses our Services (including real estate professionals), and they govern the relationship between us and our users during their use of the Services.

Please read these Terms carefully before using the Services. By accessing and using the Services, you explicitly agree to comply with and be bound by these Terms of Use.

The Services We Provide

Our Services : Our Services include the real estate search services and other content, products, and services available on the Site or related websites operated by us. The Services may sometimes be located on third-party websites or applications, either as links from an add-on service to, or otherwise in connection with, websites or applications that those third parties control. Our Services also include paid products and services for real estate professionals, including brokers and agents.

None of Our Services Is an Offer or Promise to Sell : Nothing contained in the Services is an offer or promise to sell or rent a specific real estate property a specific price, or that any listing party will sell or lease any property for any purpose or price or on any specific terms.

Be Honest With Us : The information we collect from users of our Services, including during the registration process for our users (including real estate professionals) is detailed in our Privacy Policy. When you create an account, you must provide us with accurate and up-to-date information, for which you are solely responsible.

Deal with Us in Good Faith : By creating an account, you agree that you are signing up for our Services in good faith, and that you mean to use them only for their intended purposes as personal, non-commercial real estate information tools and for no other reasons.

Security : While We work to protect the security of your account and personal information, we cannot guarantee that unauthorized third parties will not be able to circumvent our security measures. Please notify us immediately of any compromise or unauthorized use of your account. You are also responsible for maintaining the confidentiality of your account information and for ensuring that only authorized individuals have access to your account. You are responsible for all actions taken through your account.

By using certain of our Services, you agree that We may create a user account for you. You can learn about our policies for data collected via user accounts in our Privacy Policy. By using our Services and providing us with your email address, you agree that we can send you emails about our Services. You can unsubscribe from these emails through the instructions in any of these emails or update your preferences in the Accounts section of the Site.

Our Rules About Your Data Privacy

Our Privacy Policy Governs Our Collection, Use, and Disclosure of Your Data : Our Privacy Policy governs our collection, use, and disclosure of your personal information, and is incorporated into these Terms of Use. Please read it carefully. It describes what information we collect from you and when, how and why we may create an account for you, who we share your information with and when and how you can opt-out or delete your account. This is important information. By accessing our the Site and using our Services, you consent to our Privacy Policy.

Rules for Real Estate Professionals

TREB Rules and Policies

If you are a real estate professional, you should also refer to the applicable policies, rules and regulations of the Toronto Real Estate Board (TREB) and the MLS® rules and policies.

User Information Provided to Real Estate Professionals

If you are a real estate professional, you agree that you will not use any information about users of the Services that is transferred to you during your use of the Site or Services (e.g., contact information sent to you when a user contacts you through your listing page) for any reason except to provide those users with real estate services. You further agree never to use such information for any illegal or harmful purpose.

Intellectual Property and Licenses

We Grant You a Limited License to Our Services : Subject to these Terms of Use and any other policies we create in respect of the Site and Services, we grant you a limited, non-sublicensable right to access this Site, use our Services, and print the Materials (defined below) for your personal, non-commercial, and informational use only. This license does not allow you to copy or sell our Services or Materials; scrape or mine our Site, Services, or Materials; or frame any part of our Site or Services. We reserve the right, without notice and in our sole discretion, to terminate your license to use the Site or Services, and to block or prevent future access to and use of the Site or Services.

Except for the limited license granted to you, you are not conveyed any other right or license in any way. Any unauthorized use of our Site or Services, and any use that exceeds the license granted to you, will terminate the permission or license granted by these Terms of Use.

Our Materials Are Protected: All materials on the Site or in the Services, including our branding, trade dress, trade names, logos, design, text, search results, graphics, images, pictures, page headers, custom graphics, icons, scripts, sound files and other files, and the selection and arrangement and compilation of information thereof (collectively Materials), are our proprietary property, or that of our Client, suppliers or licensors, and are protected by Canadian and international intellectual property laws, including copyright and trademark laws. Our Materials cannot be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any meta tags or any other "hidden text" utilizing our Client's name, "Four Walls Digital", or any other name, trademark, or product name that we own or control without our permission.

Our Use of Third Parties' Marks Does Not Imply Endorsement : All other trademarks, registered trademarks, product names, and logos appearing on our Site and Services are the property of their respective owners. Reference to any products, services, processes, or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.

We Do Not Own Real Estate Source Images : We do not assert copyright or grant any rights to the underlying images or descriptions of real estate listings that may be contained in our search results and that we derive from the source website or information provided by the website owner. Any use of the source images or descriptions is subject to the copyright owner's permission and/or the requirements of applicable law.

Third-Party Links, Sites, and Services

Our Site and Services may contain links to third-party websites, advertisements, services, special offers, or other events, activities, or content (collectively, Third-Party Materials). These Third-Party Materials are not under our control. We are providing these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement, or adoption by us of the website or any information contained therein. We are not responsible or liable for your use of or access to any Third-Party Materials. Whenever you leave our Site or Services, be aware that your activity outside our Site or Services will not be governed by our Terms of Use or other agreements with us.

No Warranties

THIS SITE, THE MATERIALS, AND THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. ALL USE OF THE SITE, MATERIALS, AND SERVICES IS AT YOUR SOLE RISK.

WE SPECIFICALLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, Non-Infringement, and any warranties arising out of course of dealing or usage of trade.

We Are not responsible in any way for, do not monitor, and do not endorse or guarantee anything about any third-party MATERIALS OR content (including advertisements, offers, and promotions) that may appear On our Site or Services.

Indemnification

You agree to defend, indemnify, and hold us harmless from and against any claims, damages, costs, liabilities, and expenses (including, but not limited to, reasonable legal fees) arising out of or related to any content you post, store, or otherwise transmit on or through the Site or Services or your use of the Site and the Services, including, without limitation, any actual or threatened suit, demand, or claim made against us arising out of or relating to your content, your conduct, your violation of these Terms of Use, or your violation of the rights of any third party.

Limitation Of Liability

IN NO EVENT SHALL FOUR WALLS DIGITAL, OUR CLIENT, TREB, OR OUR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, AFFILIATES, EMPLOYEES, ADVERTISERS, OR DATA PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE, THE MATERIALS, OR OUR SERVICES.

General Terms

Modification of Services

We reserve the right to modify or discontinue (completely or in part) our Site, Services, or any content appearing therein. We will not be liable to you or any third party if we exercise this right.

Modification of These Terms

We reserve the right to change or modify these Terms of Use, or any policy or guideline of the Site or Services, at any time and in our sole discretion. Any changes or modification will be effective immediately upon posting of the revisions to the Site or Services. You waive any right you may have to receive specific notice of such changes or modifications. Your continued use of the Site or Services following the posting of changes or modifications will confirm your acceptance of such changes or modifications. Please review these terms and conditions periodically, and check the version date for changes.

Choice of Law

These Terms of Use are governed by the laws of the Province of Ontario and the laws of Canada applicable therein without regard to its conflict of law provisions.

No Waiver

Our failure to exercise or enforce any right or provision of the Terms of Use will not be deemed to be a waiver of such right or provision.

No Third-Party Beneficiaries or Rights

These Terms of Use do not create any private right of action on the part of any third party or any reasonable expectation that the Site or Services will not contain any content that is prohibited by these Terms of Use.

Entire Agreement & Severability

These Terms, together with the Privacy Policy and any amendments and additional agreements you might enter with us in connection with the Site or Services, shall constitute the entire agreement between you and us concerning the Site or Services, and shall supersede any prior terms you had with us regarding the Site or Services.

If any provision of these Terms of Use is deemed invalid, then that provision will be limited or eliminated to the minimum extent necessary, and the other provisions of these Terms of Use remain in full force and effect.

Limitation of Claims

Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Services must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.


Terms Related to TREB's MLS® System

1.        That by accessing the Site you agree to be bound by the Terms of Use and agree that they constitute a lawfully binding agreement between you and us.

2.        That you have read and understand the Ontario Real Estate Association brochure entitled "Working With a Realtor" and that your use of the Site and agreement to the Terms of Use does not create an agency relationship or representation agreement between you and our Client. Any agreement imposing a financial obligation on you by our Client for real estate services will be established separately from the Terms of Use.

3.        That all data obtained from the Site is intended only for your personal, non-commercial use.

4.        That you have a bona fide interest in the purchase, sale or lease of real estate of the type being offered through the Site.

5.        That you will not copy, redistribute, retransmit, or otherwise use any of the data on the Site except in connection with conducting your due diligence for the prospective sale, purchase or lease of an individual property, and for no other purpose.

6.        That you will not, directly or indirectly, display, post, disseminate, distribute, publish, broadcast, transfer, sell or sublicense any data from the Site to another individual or entity. The prohibited uses expressly include "scraping" (including "screen scraping" and "database scraping"), "data mining" or any other activity intended to collect, store, re-organize, summarize or manipulate any data on the Site.

7.        That by accepting the Terms of Use, you are not acquiring any right or licence to the Site data and you acknowledge the ownership of the Toronto Real Estate Board (TREB), and the validity of TREB's proprietary rights and copyright in, the MLS® database, TREB's MLS® System, listing information and any related information.

8.        That you authorize TREB, and other members of TREB or their duly authorized representatives, to access the Site, and that your personal information (first name, last name, email address) may be shared with TREB, and other members of TREB or their duly authorized representatives, for the purposes of verifying compliance with MLS® and TREB rules, regulations, policies and by-laws, the security of data, and other legal purposes related to use of TREB and MLS® data.

9.        That you acknowledge that the data on the Site, although considered reliable by us, is not guaranteed as accurate by us or TREB.

10.     That you have reviewed and agreed to our Privacy Policy.

Contact

To contact us in connection with the Site or Services, send an email to support@fourwallsdigital.com.

Copyright © 2013 Four Walls Digital Corp.  ALL RIGHTS RESERVED.