We at First American Financial(“First American”) are happy that you have elected to use our AgentFirst™ product. However, before you may enter our Internet website (the “Site”) or utilize the contents of the Site (including without limitation, the computer code contained on or transmitted from the Site) and the AgentFirst™ product (collectively the “Software”), you must review and agree to the following terms and conditions. You should carefully read the terms and conditions set forth below before using the Site or the Software.
THIS END USER LICENSE AGREEMENT (“EULA”) IS A LEGALLY BINDING AGREEMENT BETWEEN FIRST AMERICAN AND YOU CONCERNING THE SITE AND THE SOFTWARE. YOUR CLICKING OF THE “I ACCEPT” BUTTON BELOW CONSTITUTES YOUR AGREEMENT WITH AND ACCEPTANCE OF ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS EULA AND YOUR AGREEMENT TO BE BOUND BY SAID TERMS AND CONDITIONS. IF YOU DO NOT AGREE WITH ALL OF THE TERMS AND CONDITIONS IN THIS EULA, YOU SHOULD NOT USE THE SITE OR THE SOFTWARE AND YOU MUST CLICK THE “I DECLINE” BUTTON BELOW. BY DOING SO, YOU WILL NOT BE AUTHORIZED TO ENTER OR USE THE SITE OR THE SOFTWARE.
You Agree to the following terms and conditions:
First American agrees to provide you with access to the Site and the Software in accordance with the terms of this EULA. You agree to use the Site and the Software in a manner consistent with any and all applicable laws, rules and regulations as well as the terms and conditions set forth in this EULA, on the Site or in documentation accompanying and/or contained within the Software. First American may terminate your access to and use of the Site and Software at any time in the event that you breach any of the provisions of this EULA.
All editorial content, graphics and information on the Site provided by First American or its affiliates as well as the Software is owned by or licensed to First American or its affiliates (collectively, the “First American Content”). First American and its licensors reserve and retain all copyright and other proprietary rights in and to the First American Content, including without limitation, all rights in any public information gathered as a compilation. All First American Content is protected by U.S. and/or international copyright laws, international treaties and/or other applicable laws. Unauthorized use of the Site or the First American Content is strictly prohibited and may subject you to prosecution. Revision, republication and re-use of the First American Content or the Site for any purpose is strictly prohibited in whole or in part. Except as permitted by the license in Section 4 of this EULA, the materials from the Site including, but not limited to, the First American Content may be used solely for limited non-commercial informational purposes only as necessary to do business with First American or for evaluating or purchasing First American’s products and services. Except for making one hard copy printout of limited portions of the First American Content on an ad hoc basis for private use, or downloading as may be expressly authorized by First American within specific portions of the Site, the First American Content may not be reproduced, licensed, copied, displayed, published, sold, modified, transmitted or distributed without First American’s prior written permission which may be withheld in First American’s sole discretion. Linking to and/or framing the Site is strictly prohibited unless First American expressly consents in writing to such a link or frame. Any person or entity wishing to establish a link to the Site, frame the Site, or request First American’s consent to other uses of the Site or First American Content, may send their request by e-mail to the First American Webmaster. All other uses of the Site and/or the First American Content not expressly addressed in this EULA are strictly prohibited.
First American owns several trademarks and service marks that are used in connection with among other things, the Site and the Software. The trademarks and service marks owned by First American include without limitation “FIRST AMERICAN”, the Eagle logo, “FIRSTAM”. Any use of First American’s marks requires prior approval in writing by First American which may be withheld in First American’s sole discretion. The “look and feel” of First American’s Site and the contents thereof, including without limitation, the First American Content and color combinations, buttons, layout, and other graphical elements are protected by applicable U.S. and international intellectual property laws, including without limitation trademark laws. Nothing contained herein shall constitute a license (either express or implied) for you to use any of First American’s marks or trade dress, including the elements that constitute the “look and feel” of the Site.
First American hereby grants to you the limited, non-exclusive, non-transferable, right and license to use the Software on the Site, in object code format only and excluding source code, on a single computer solely for your personal use in the conducting of a single proposed real estate transaction provided that you have paid all applicable fees to First American for the use of the Site and the Software and that you have not breached the provisions of this EULA. You may in the course of using the Site and/or the Software indicate that other participants in your proposed transaction are interested in using the Software and/or the Site and may provide information (e.g., e-mail addresses, addresses and names) regarding such parties. However, such parties may not utilize the Site or the Software until such parties expressly agree to the terms of this EULA. You as a registered user of the Site and the Software may only forward materials to such third parties that you have personally uploaded to the Site using the Software provided that you agree to and abide by the terms of this EULA. You may not under any circumstances modify, copy, distribute, republish or download any of the material or First American Content on the Site without First American’s prior consent in writing, except for content that you or another participant in your proposed real estate transaction that has previously agreed to the terms of this EULA has previously uploaded to the Site using the Software. The Software and Site make use of a database of regional real estate listing information, including text, images, maps, audio, video and other informational content and data, that is owned by First American or its various data providers (“MLS Data”). The MLS Data is valuable and confidential information of First American or its various data providers and is provided solely for your use and benefit as an MLS subscriber. You will obtain no title or ownership to the MLS Data, the Site or the Software.
You hereby represent and warrant that any content that you upload to the Site or content that you use in connection with the Software does not and shall not infringe upon or misappropriate any rights, including, without limitation, intellectual property rights, of any third parties or First American and that such content is free of worms, virus, Trojan Horses and other disabling code. For the avoidance of doubt, “content” as used in this EULA shall be construed broadly so as to include, but not be limited to, all materials, documents, data, information or other materials that you may upload to the Site or use in connection with your use of the Software. You agree to indemnify, defend and hold First American, its parents, subsidiaries, affiliates and their respective officers, directors, employees and agents, harmless from and against any and all claims, suits, damages, costs and expenses, including attorneys’ fees, arising from your breach of any provision of this EULA or your use of the Site or the Software in a manner that is inconsistent with either this EULA, applicable law, the documentation or information accompanying the Software or the documentation or information made available on the Site.
To the extent that portions of the Site (such as “chat rooms,” “bulletin boards,” or areas in which you or other parties may upload and store content using the Software) provide you or other users an opportunity to post and exchange information, content, ideas and opinions (“Postings”), be advised that First American does not screen, edit, or review Postings prior to their appearance on the Site, and Postings do not necessarily reflect the views of First American. To the fullest extent permitted by applicable laws, First American excludes all responsibility and liability for the Postings or for any losses or expenses resulting from their use and/or appearance on the Site. First American reserves the right to monitor all Postings and to remove any which it considers in its absolute discretion to be offensive or otherwise in breach of this EULA or in violation of general community standards and notions of decency. You hereby represent and warrant that you have all necessary rights in and to all Postings you provide and all material, content and information they contain and that such Postings shall not infringe any proprietary right, intellectual property right or other rights of third parties.
Where First American provides hypertext links to other Internet websites, it does so for informational purposes only, and such links are not endorsements by First American of any products or services on such sites. First American accepts, and shall incur, no liability for such products or services and makes no endorsement or approval of the same.
THE FIRST AMERICAN CONTENT, INCLUDING WITHOUT LIMITATION ANY INFORMATION, DATA, PRICES, AND QUOTATIONS CONTAINED ON THE SITE OR WITHIN THE SOFTWARE, IS SUBJECT TO CHANGE WITHOUT NOTICE. THE FIRST AMERICAN CONTENT IS PROVIDED TO YOU ON AN “AS IS, AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY, AVAILABILITY, ACCURACY OR OTHERWISE. THE SITE AND THE SOFTWARE AS WELL AS THE MATERIALS CONTAINED THEREIN MAY CONTAIN ERRORS OF PUBLICATION OR TRANSMISSION. The First American Content does not constitute an offer of any kind, but is merely informational in nature and provided for your convenience and is no substitute for specific advice or personal verification. Please verify all particulars before placing any orders or conducting any real estate transactions. Some of the information on the Site or contained within the First American Content is a compilation of information gathered from public domain sources and such information is provided on an “as is” basis. First American shall not be responsible for errors in such information and/or other defects. Under no circumstances shall First American be liable for any loss or damage caused by a user’s reliance on any information obtained through the Site or from the Software. It is solely the responsibility of the user to evaluate the accuracy, completeness, or usefulness of any information or services available through the Site or the Software. You acknowledge and agree that First American shall incur no liability based on any problems with the Site or the Software or the unavailability of either or the loss of any content that you or any other party may have uploaded to the Site or used in connection with the Software.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS, FIRST AMERICAN, ITS PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS SPECIFICALLY DISCLAIM, AND SHALL NOT UNDER ANY CIRCUMSTANCES INCUR, ANY LIABILITY (WHETHER UNDER FEDERAL OR STATE LAW OR IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE AND WHETHER FORESEEABLE OR NOT) FOR ANY LOSSES AND EXPENSES OF WHATEVER NATURE ARISING OUT OF OR IN ANY WAY RELATED TO ACCESS TO OR USE OF THE SITE OR THE SOFTWARE, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR DAMAGES RELATING TO LOSS OF USE, LOSS OF DATA, LOSS CAUSED BY A VIRUS, WORM, TROJAN HORSE PROGRAM OR DISABLING CODE (REGARDLESS OF THEIR SOURCE), LOSS OF INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY, CLAIMS OF THIRD PARTIES, OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF FIRST AMERICAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. YOU ASSUME THE RISK IN USING THE SITE AND THE SOFTWARE AS WELL AS TOTAL RESPONSIBILITY FOR ESTABLISHING SUCH PROCEDURES FOR DATA BACK UP AND VIRUS CHECKING AS YOU CONSIDER NECESSARY.
First American may collect, process and transmit data obtained from and about you in the course of your accessing and using the Site and the Software in connection with your transactions. You acknowledge and agree that the Site and the Software when used for their intended purpose of managing transactions will collect, process and transmit data as directed by users. Additionally, First American collects aggregate data for statistical and quality assurance purposes and you hereby consent to the collection and use of such aggregate data. In addition, should you chose to have your personal information and data shared with First American’s affiliates or partners, your data will be shared and you may receive information regarding additional products and services. If you do not wish to receive such additional information, simply do not sign up to receive such communications when registering with the Site. In addition, you can always change your election as to whether you receive additional information from First American’s affiliates or partners by changing your preferences using the Personal Information link in the My Settings section of the Software. By agreeing to this EULA, you agree to the terms outlined in the Use of Information section found in the First American’s Privacy Policy at http://www.firstam.com/faf/company/privacystmt.html.
First American reserves the right, and you hereby grant it permission, to override and remove security settings and restrictions on Adobe Acrobat files and other documents uploaded for use with the Site or the Software in order to enable certain features of the Site and the Software, such as Document Packaging.
This EULA shall bind and inure to the benefit of you and First American and our respective successors and permitted assigns. You may not assign, sublicense, pledge or transfer any of your rights or obligations under this EULA to any other person or entity without First American’s prior written consent which may be withheld in First American’s sole discretion (and any such purposed assignment, pledge or transfer without such prior written consent shall be void ab initio).
If any of the provisions of this EULA are determined to be invalid by a court or government agency of competent jurisdiction, it is agreed that such determination shall not affect the enforceability of the remaining provisions herein.
The section headings in this EULA have been inserted merely for convenience, are not a part of this EULA, and shall not affect the rights and obligations of you and First American or the meaning of the language in this EULA.
This EULA is entered into in the State of California, County of Los Angeles and shall be governed by, and construed and interpreted in accordance with the laws of the State of California without regard to principles of conflicts of law. You agree to submit to the exclusive jurisdiction of the courts (State and Federal) located in the State of California, County of Los Angeles in connection with any controversy arising under this EULA or its subject matter. You hereby waive any objection they may have in any such action based on lack of personal jurisdiction, improper venue or inconvenient forum.
This EULA constitutes the complete understanding between you and First American with respect to the Site and the Software and no representation, statement, inducement oral or written, not contained herein shall bind either you or First American. This EULA supersedes any and all prior agreements, promises, or inducements, whether orally or in writing regarding the subject matter of this EULA. Further, you and First American agree that no promises or agreements made subsequent to the execution of this EULA shall be binding unless reduced to writing and executed by you and First American.
clicking on the “I Accept” button below, you agree to the terms of this EULA and expressly acknowledge and agree that First American is acting as a mere conduit of content supplied by others and, whether or not First American has undertaken any measures to review the suitability of anything in or attached to said content, it neither controls nor is responsible for anything in or attached to that content, including without limitation information, worms, Trojan Horses, and viruses of any kind.