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Terms of Use

Terms of Use Last Updated on September 28, 2017

YOUR USE OF THIS WEBSITE CONSTITUTES YOUR AGREEMENT TO ACCEPT, ABIDE BY AND BE BOUND BY THESE TERMS OF USE.

Acceptance of Terms of Use
This website (the "Website") is operated by PROPERTYBOOK, Inc. (collectively, "PROPERTYBOOK" or "PROPERTYBOOK NYC" or "PROPERTYBOOK.NYC" or ”PROPERTYBOOK.io or "we" or "us" or “our”). PROPERTYBOOK, Inc. is a Delaware Corporation registered as a foreign business in New York State under the fictitious name PROPERTYBOOK NYC.

Please read these Terms of Use carefully before beginning to use this website. If you do not agree to these Terms of Use and our Privacy Policy, you must not use access or use this website, our Product or Services.

By accessing and or using this website or any portion of this website you agree to be legally bound by the Terms of Use included herein the "Terms of Use" as well as our Privacy Policy. You are expected to check our Terms of Use when returning to our website and or accessing our Product or Services going forward, as we may modify/revise/update our Terms of Use from time to time at our sole discretion and without prior notice. The most recent Terms of Use modification date will always appear at the top of our Terms of Use page. All changes to our Terms of Use are effective immediately after posted. Your continued use of this website and or our Products or Services after our Terms of Use are updated, serves as you accepting and agreeing to the Terms of Use changes, which are legally binding onto you. Any violation of our Terms of Use could result in civil or criminal charges against you.

The Terms of Use herein apply to your use of this Website, and all Products and or services offered by PROPERTYBOOK via this Website and other Websites as well as sub-domains of these Websites Products and or services, and Platforms and Applications owned and Operated by PROPERTYBOOK Inc. (a.k.a. PROPERTYBOOK NYC) These Terms of Use constitute a legal contract between you and PROPERTYBOOK. By accessing or using any part of the Website you represent and warrant that you have the right, power and authority to agree to and be legally bound by these Terms of Use. If you do not agree to these Terms of Use, or if you do not have the right, power, and authority to agree to and be legally bound by these Terms of Use, you may not use this Website and must leave immediately.

Website and Application Accessibility
We hereby reserve the right to, at our sole discretion and without prior notice: modify, remove, or make unavailable temporarily or permanently any material, content or services provided on or through this website.

Purpose of Website
This website is intended to provide information about New York City real estate, PROPERTYBOOK NYC, and PROPERTYBOOK NYC's products and services. The information and services provided and or offered on or through this website, our Product and other Services are provided strictly as general business information and in no way should be constituted or construed as professional advice including but not limited to that of a real estate broker, real estate appraiser, attorney, accountant, etc.; and therefore, no information or content provided through this Website or PROPERTYBOOK's other products or services should be relied on for such purposes. No fiduciary or professional-client relationship is created by you accessing or using this Website, as a result of you communicating with us through email, submitting contact forms or via telephone.

Intellectual Property Rights, Product and Services
The software, data, files, images, text, graphics, video, photographs, design, layout and other content contained on or provided through this website (the "Content") are proprietary to PROPERTYBOOK its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws and treaties. You may not use or publish any images, text, graphics, videos, files, or photographs on this website without PROPERTYBOOK's written consent.

The "Content" includes PROPERTYBOOK's proprietary databases (the "Database"), which contains real estate data and information, including but not limited to numerical data, currency data, text data, images, photographs, URL links and other data contained therein, is collectively, referred to as the "Information". The "Content" also includes PROPERTYBOOK's proprietary manipulation, verification, validation, organization, structuring, categorizing, sorting and displaying such Information, and the underlying and related software ("Software") developed by PROPERTYBOOK. The Website, Content, Database, Information, Software and any portion of the foregoing, including any derivatives, adaptations, successors, updates or modifications provided thereto and any information derived from the use of the Website, Content, Database, Information and or Software, including any information resulting from the verification and or validation of any portion of information obtained through, are collectively referred to herein as the "Product".

You must not in whole or part reproduce, republish, distribute, create derivative works of, modify, publicly display, download, store or transmit any of the material on this Website or any other Website owned and operated by PROPERTYBOOK; except as follows: (i) Your computer may temporarily store copies of such materials in RAM as a result of your accessing and viewing those materials; (ii) You may store files that are automatically cached by your web browser for display enhancement purposes; (iii) You may print or download one copy of a reasonable number of pages of the website for your own personal, non-commercial use and not for further reproduction, publication or distribution; and (iv) If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.

PROPERTYBOOK offers other services including consulting services, enterprise platform building and licensing, and wholesale data licensing. These services are subject to the Terms of Use herein; and, due to the customized nature of such services, they are also subject to specific Terms, Conditions and Licensing Agreements specific to each individual client.

Online Registration
PROPERTYBOOK NYC offers customers the option of signing up for an account online. Any customer that signs up for an account online is subject to the following terms and conditions:
Account Information Provided During Online Registration
1.) Users are required to provide their legal name when registering online.
2.) Users are required to provide their primary business address or home address if not associated with a business.
3.) Users are required to provide their business phone number or personal phone number if not associated with a business.
4.) Users are required to provide a valid email address that is checked regularly.

Within 24-48 hours of a user signing up, PROPERTYBOOOK will verify the user’s identity via email and phone. As part of this verification process, PROPERTYBOOK may provide a copy of our “Subscription and License Agreement” in document form to the user and request the user manually or electronically sign the Subscription and License Agreement. If we are unable to verify your identity within 24-48 hours of a user signing up (as described above, which includes obtaining a manually or electronically signed copy of our “Subscription and License Agreement”), PROPERTYBOOK, reserves the right to suspend the user’s account without any refund until the user verifies their account as described herein. In the event the information provided by a user during online registration is found to be incorrect and or false, PROPERTYBOOK reserves the right to suspend and or terminate the user’s account without providing any refund. By proceeding with online registration for a PROPERTYBOOK NYC account, you agree to be legally bound by all provisions of our Terms of Use and Subscription and License Agreement.

Description of Product and Product License
This Agreement between PROPERTYBOOK and Licensee concerns one or more electronic databases and one or more software platforms developed, operated and maintained by PROPERTYBOOK Inc., each consisting of:
(1) Proprietary databases (the "Database") of real estate information, including but not limited to, the information, text, images, photographs, links, video and other data contained therein (collectively, the "Information") and the proprietary manipulation, verification, validation, organization, structuring, categorizing, sorting and displaying such Information, and,
(2) The underlying and related software ("Software") developed, operated, updated and maintained by PROPERTYBOOK. The portions of Software and Databases that are licensed under this agreement including Content, Databases, Information, Software and any portion of the foregoing, including any derivatives, adaptations, updates or modifications provided thereto and any information derived from the use of the Site, Content, Database, Information and or Software, including any information resulting from the verification and or validation of any portion of the Information by the Licensee, are collectively referred to herein as the "Licensed Product".
(3) During the term of this Agreement, PROPERTYBOOK hereby grants a limited, non-exclusive, non-transferable license (without the right to sublicense) to use only portions of the Licensed Product that are specifically identified on the Subscription Form of this Agreement, subject to and in accordance with the terms of this Agreement. The Licensee Agrees that Licensed Product:
Unless otherwise documented by PROPERTYBOOK in the form of a Addendum to the Licensee’s Subscription License Agreement, the Licensee Agrees that the Licensed Product may only be used by the actual registered user named on the account, and may not be used by any other individuals.
The Licensee(s) agree to and understands that each appraiser, broker, salesperson, researcher, analyst, underwriter, investor, asset manager, assistant, sales associates, or any other similar personnel that may be employed at or be a contractor of their company, must be registered as a user under their own independent account, and sharing of accounts with anyone is strictly prohibited.

Website and Product Access
Portions of our Product accessible to the general public are referred to herein as the "Non-Password Protected Product". Portions of our Product that require a username and Password to access are referred to herein as the "Password Protected Product". Only individuals, entities, (and those acting in connection with such individuals or entities), who enter into a License Agreement with PROPERTYBOOK (as defined below) are authorized to access PROPERTYBOOK’s "Password Protected Product".

The PROPERTYBOOK Password Protected Product includes in whole or part (depending on subscription tier), Real Property Records, Map Search, Condominium Unit Records, Cooperative Unit Records, Real Property Sales, Condominium Unit Sales, Cooperative Unit Sales and Air Rights Sales.

Subscription License Agreement
Unless otherwise notified in writing by PROPERTYBOOK, the Subscription License Agreement each Authorized User is bound by, is comprised of provisions herein, which are applicable to Authorized Users with authorized access to PROPERTYBOOK's Password Protected Product.
A "License Agreement" may also be defined as:
(i) A signed contract between a PROPERTYBOOK Client and PROPERTYBOOK that authorizes the Client access to a PROPERTYBOOK Product and or Service (a signed contract may be delivered by a PROPERTYBOOK Client to PROPERTYBOOK via, mail, fax or email), or
(ii) An electronic contract between the PROPERTYBOOK Client and PROPERTYBOOK that is formed by utilizing Adobe Sign (an electronic signature product licensed by Adobe) to securely execute and track e-signature contracts.
(iii) When an individual signs up for a PROPERTYBOOK account using our online registration form and selects the checkbox confirming they agree to our Terms of Use & Subscription License Agreement
Only Authorized Users of a PROPERTYBOOK Password Protected Product may access the product, and they may only access the product by using the unique username and password assigned to them (the User) by PROPERTYBOOK. By using a Password to access the Password Protected Product, you agree that, PROPERTYBOOK may use the Password as a means of identity authentication to confirm you are authorized to access our Password Protected Product. PROPERTYBOOK is under no obligation and will not be held liable to confirm the actual identity or authority of any party accessing our Password Protected Product using your Username and Password. All Authorized Users must maintain the confidentiality of his or her Password and may not share his or her Password with any other person, including those within and outside of their entity. No Authorized User may allow any other person to have access to his or her Password and no Authorized User may allow any other person to access or use our Password Protected Product. If you suspect or have knowledge of any unauthorized use, or security breach of any PROPERTYBOOK Password Protected Product, you agree to notify PROPERTYBOOK Inc. immediately by email via info@PROPERTYBOOK.io.

Any unauthorized attempts to:
(i) Hack, defeat or circumvent Passwords or other security features of our Non-Password Protected Product or our Password Protected Product, or (ii) Use the Website or the Product for any purpose other than purposes outlined in our Terms Of Use and License Agreement, or (iii) Access, obtain, alter, damage, destroy or delete information, or in any way interfere with our Product's system or infrastructure of its operation are strictly prohibited, and any such attempts may result in a Users loss of access to our Password Protected Product. Any evidence of such acts as those described above may also be provided to law enforcement authorities and result in criminal and or civil prosecution under the laws of the United States or any other applicable jurisdictions.

An Authorized User is defined as an individual whom:
(a) Is employed by a PROPERTYBOOK Client or is an Exclusive Contractor (as defined below) of a PROPERTYBOOK Client at a business or organization identified in the License Agreement, and
(b) Represents themselves and is represented by the PROPERTYBOOK Client to be an employee or Exclusive Contractor of the PROPERTYBOOK Client, and
(c) Who is specified by their legal name in the License Agreement as an Authorized User of our Password Protected Product.

An "Exclusive Contractor" is defined as an individual person that works solely for the PROPERTYBOOK Client and does not work for any other real estate related company, and does not work for his or her self independently performing significantly similar services or the same services they perform as an employee or exclusive independent contractor of the PROPERTYBOOK Client.

By entering into a Licensing Agreement with PROPERTYBOOK, you confirm that any Authorized User under your account is either an employee or exclusive independent contractor of your entity, and such Authorized Users are not employed by or affiliated with any other real estate related business or entity, and that any such Authorized Users does not work for his or her self independently performing significantly similar services or the same services they perform as an employee or exclusive independent contractor for your entity. If at any point after the License Agreement is signed and executed, and your account is still active (and thereby still subject to your License Agreement with PROPERTYBOOK), the employment status of any Authorized Users under your account changes and no longer conforms to a status as described above, you must notify us immediately with the details of such non-conformity, and any Authorized User that no longer conforms to the employment status described herein shall be considered permanently unauthorized to access our Password Protected product until further notice.

The act of PROPERTYBOOK issuing a Password shall not be considered confirmation or acceptance that the person receiving the Password is qualified to be an Authorized User subject to their employment status and other terms and conditions contained herein. It is the responsibility of the Account holder and Authorized User to conform to our Authorized User policies as per your License Agreement with PROPERTYBOOK. Any breach of our Authorized User Policies may result in loss of access to Password Protected Products without refund and or civil or criminal charges depending on the violation and severity of it.

Preview Access and Free Trials
As PROPERTYBOOK develops new Product components and features, we may, at our sole discretion, offer access to such Products, components and or features to select individuals and or entities to participate in a Free Trial. We may also, at our sole discretion, offer access to our existing Products to select individuals and or entities under a Free Trial. In such occurrences, any individual or entity must sign a License Agreement before accessing the Product. The Free Trial period may last for the length of time noted in the notification and or License Agreement, but may also be terminated sooner by PROPERTYBOOK at our sole discretion. By accessing a PROPERTYBOOK Preview or Free Trial, you agree to the License Agreement associated with such access as well as the Terms of Use set forth herein.

Permitted Uses
Use of this Website, any Website owned and operated by PROPERTYBOOK, and any use of PROPERTYBOOK's Products is subject to all Terms of Use provisions herein and the License Agreement between an Authorized User and PROPERTYBOOK. Permitted uses by an Authorized User of PROPERTYBOOK's Products in the ordinary course of their business include:

(1) Internal research purposes, as long as such research does not violate any other provision herein, specifically those pertaining to development of a similar or competing product or service.
(2) Providing information regarding a limited number of specific properties and market trends to your clients and or prospective clients in a manner that conforms to the professional capacity of your business type as noted in your License Agreement.
(3) Gathering property specific data for the purpose of marketing that specific property for sale or lease.
(4) Researching and analyzing data to assist with property valuation, appraisal or real estate consulting regarding a specific property; and
(5) Creating periodic general market research reports for in-house use, or to market your services to existing and or prospective clients, as long as such reports do not specifically identify any individual property and that such reports are not commercially or generally distributed, and that such reports are not construed by PROPERTYBOOK as a threat to the proprietary value of our Product, which is to be decided solely at our discretion. If you have any concerns or questions related directly to a report you created and intend to distribute, we encourage you email a copy of the report to info@PROPERTYBOOK.io with “Terms of Use Review” in the email subject line. We will respond with our findings or with any questions we may have to arrive at a conclusion as to the report conforming or not conforming to our Terms of Use.

Subject to the Terms of Use and provisions in your License Agreement, as an Authorized User, you may print Information or copy Information into word processing software, spreadsheet and presentation programs (or other software programs with the express written consent of PROPERTYBOOK), as long as the level of Information being printed or copied is reasonably in relation to your purposes, not what is considered a substantial amount of data, and used in manner compliant with all terms of Use and License Agreement provisions, including those directly related to copying Information.

Prohibited Uses
You shall not:
1.) Distribute, disclose, copy, reproduce, communicate to the public by telecommunication, make available, display, publish, transmit, assign, sublicense, transfer, provide access to, use, rent or sell, directly or indirectly (including in electronic form) any portion of the Product, or
2.) Modify, adapt or create derivative works of any portion of the Product.
3.) Access any portion of PROPERTYBOOK's Password Protected Product unless you are an Authorized User for such Password Protected Product using the Passwords assigned to you by PROPERTYBOOK to access the components, features and services of the Password Protected Product that your License Agreement authorizes you to access, subject to the terms contained in your License Agreement and the Terms of Use herein;
4.) Access or use any portion of the Product if you are or have plans to be a direct or indirect competitor of PROPERTYBOOK, nor shall you provide, disclose or transmit any portion of PROPERTYBOOK's Product to any existing or planned to be direct or indirect competitor of PROPERTYBOOK (An example of a "direct or indirect competitor" of PROPERTYBOOK includes, but is not limited to any internet real estate information and or real estate listing service or any other real estate related platform and or any employees, independent contractors and or agents of such platforms or services);
5.) Provide your Password or otherwise provide access to a Password Protected Product to any individual other than yourself, including by providing the results of queries of, reports (PDF reports) or exports (CSV files) generated from a Password Protected Product to a person who is not your client or your prospective client; or provide anyone a substantial amount of data that could be considered such a person or entity utilizing PROPERTYBOOK's Products for purposes in which a subscription is required or in a manner that violates our Terms of Use.
6.) Use or distribute any Information from our Product, including Information that has been verified or confirmed by you or anyone else, to directly or indirectly create or contribute to the development of any database or product;
7.) Attack the Website or Product via a DoS (Denial-of-Service) Attack.
8.) Utilize any robots, spiders, third-party browser tools, software, data mining tools, data extraction tools, or any other automatic service(s), tool(s), device(s) or manual process(s) for any purpose, specifically to monitor our Product, copy or scrape data from our Product or interfere with our Product in any way that disrupts its normal performance.
9.) Attempt to introduce, inject or apply to our Website or Product any trojan horses, viruses, logic bombs, or any other malicious or harmful technology.
10.) Decode, reverse engineer, translate, copy, modify, decompile, or disassemble any portion of our Product.
11.) Reproduce, use, publish or compile any portion of our Product for any purpose, including selling or licensing any portion of our Product or making any portion of our Product publicly available;
12.) Store, copy or export any portion of our Product into any database, database-like tool or software.
13.) Publish any portion of the Product or provide access to any portion of the Product on or through the Internet by means of emailing, uploading, posting anywhere including any social media websites, any online bulletin board system, any data library, any listing service, through any other electronic network, or through any data sharing arrangement, with the exception that you may e-mail a report to a limited number of your clients and prospective clients that contains Information that complies with the Permitted Use provisions set forth in your License Agreement and the Terms of Use herein.
14.) Engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our Product, or which, as determined by us, may harm PROPERTYBOOK or users of the Website Product, or expose them to liability.
15.) Use the Website or our Product in any manner that could crash, impair, disable, damage or overburden this Website or our Product, or in any way interfere with any other PROPERTYBOOK user or other party’s use of the Website or Product.
16.) Attempt to access our Product without authorization (unauthorized access), steal the Password of an Authorized User, interfere with, damage or disrupt any portion of the Website or our Product including our servers, databases and or any part of our underlying infrastructure.
17.) Communicate, transmit, or make available any content provided through or Website or Product in any way to the public or in a private manner, under any law, contractual obligation, agreement, or fiduciary duty, any information about our Product, except as set forth in your License Agreement.
18.) Provide false, inaccurate or incorrect registration information, misrepresent yourself or impersonate any other person or entity, or disguise your identity or the source of any information, data, photographs, images, or other data transmitted through our Product.
19.) Use any portion of the Product to engage, conduct, encourage or promote violating the Terms of Use herein.
20.) Use any portion of the Product to engage, conduct, encourage or promote any illegal activity or to violate any applicable local, state, federal, national or international laws, rules, regulations or ordinances, including those imposed by federal and state real estate professional practice boards, spam and privacy laws.
21.) Transmit electronically, through telecommunication or through any other means, to the public, to or through our Website or Product, any data, text, images, photographs, graphics or any other content/information in a manner that is: a.) Considered use the Website or Product in a manner that is in anyway unlawful, threatening, abusive, harmful, defamatory, false, misleading, obscene, vulgar, racially or ethnically offensive, invasive of privacy or publicity rights, inclusive of hate speech, or would constitute or encourage a criminal offence, violate the rights of any party, give rise to liability or violate any local, provincial, federal or international law, intentionally or unintentionally, or is otherwise objectionable; b.) Using our Website or Product in a manner that is considered to infringe on any copyright, trademark, trade secret, or other proprietary right of any party or violates the privacy or publicity rights of any party. c.) Constitutes unlawful advertising or fraudulent, unfair or deceptive practices, "spam," or any other form of unlawful solicitation in the United States or other country.

Subscription Fees, Sales Tax and Payments
As an Authorized User of PROPERTYBOOK’s Product including any components of our Product, it is your responsibility to make the periodical subscription fee payments on time as per your subscription Agreement and Licensing Agreement. Failure to make such payments on time may result in your access to our Product being suspended until payments are made and up-to-date. If at any time your account is suspended due to non-payment, your account will still incur subscription fees as per your Subscription and License Agreement, regardless of whether your account is suspended or not.

Subscriptions to PROPERTYBOOK’s Product are subject to sales tax in applicable states. Any sales tax charges will be included as a separate line item on your invoice. Sales tax rates are subject to change, as this is not a factor PROPERTYBOOK controls.

Subject to the terms of any existing Subscription Agreement and Licensing Agreement with PROPERTYBOOK, PROPERTYBOOK reserves the right to, at any time, change the subscription fees charged for access to our Product, including fees charges for access to any component or feature contained in our Product.

If you are accessing our Password Protected Product, you agree:

1.) To provide PROPERTYBOOK with complete and accurate registration and billing information and promptly update this information in the event in changes, and
2.) To pay any applicable license fees or other fees incurred by your use of the Password Protected Product, as defined in your Subscription Agreement and License Agreement.

Account Access Suspension, Termination and Interruption
You acknowledge and agree that PROPERTYBOOK may interrupt, terminate, discontinue, or block your access to our Product or portions thereof at any time, subject to the terms of any License Agreement in place between you or your company and PROPERTYBOOK.

PROPERTYBOOK reserves the right to terminate or suspend your account and or use of a PROPERTYBOOK Product or service or to terminate your License Agreement upon determination that you and or someone on your account has violated any of the Terms of Use provision herein or any provisions included in any other Licensing Agreement or Subscription Agreement between you and or your entity, and PROPERTYBOOK. In the event we suspend or terminate your account or access to our Product or services, you must stop using any and all portions of our Product and or services immediately, and you must permanently delete and destroy all portions of our Product within your possession or control, including but not limited to all PDF reports and CSV exports you may have created using our Product and or services; and, upon written request from PROPERTYBOOK, you must certify, in writing, your compliance with this provision.

If you are a PROPERTYBOOK Client and as a result an Authorized User of our Product, your License Agreement with PROPERTYBOOK will include an initial term. Unless otherwise stated in your License Agreement with PROPERTYBOOK, your License Agreement will automatically renew upon its expiration your initial term, unless you notify PROPERTYBOOK in writing a minimum of 30-days prior to such expiration date, that you do not wish to renew your License Agreement. In such a case where you do not wish to renew your License Agreement with PROPERTYBOOK, upon expiration of your License Agreement, you must permanently delete and destroy all portions of our Product within your possession or control, including but not limited to all PDF reports and CSV exports you may have created using our Product and or services; and, upon written request from PROPERTYBOOK, you must certify, in writing, your compliance with this provision.

PROPERTYBOOK reserves the right to terminate your account, suspend your account, and or restrict your account from accessing our Product in whole or in part at any time.

Post-Termination
In such a case where Licensee or PROPERTYBOOK do not wish to renew the Licensee’s License Agreement with PROPERTYBOOK upon expiration of the License Agreement; or upon Licensee or PROPERTYBOOK terminating the License Agreement before its expiration date for whatever reason, within ten (10) days after the effective date of termination or non-renewal, Licensee must permanently delete and destroy all portions of our Product within Licensee’s possession, control and or custody, including but not limited to all PDF reports and CSV exports Licensee may have created using our Product and or services; and, upon written request from PROPERTYBOOK, Licensee must certify by means of a written affidavit deemed satisfactory by PROPERTYBOOK, affirming Licensee’s compliance with this provision. In addition, PROPERTYBOOK reserves the right to, at its sole expense, audit the Licensee’s compliance with this provision, provided that such audit will occur with the Licensee being present and under reasonable supervision of the Licensee (as long as such supervision does not restrict PROPERTYBOOK from carrying out the audit to an extent deemed fit and satisfactory).

Hardware
The Licensee is solely responsible to obtain and maintain all computer, hardware, software, telecommunication equipment, and Internet services necessary to access PROPERTYBOOK’s Product, including any service fee doing so may carry. The Licensee acknowledges that the PROPERTYBOOK Product is accessible only through specific web browsers, which as of the date of this Agreement include Google Chrome, Firefox and Safari. The Licensee agrees to use only these web browsers to access the PROPERTYBOOK Product.

Assignment
Neither party to this Agreement may assign this Agreement to any third party without the other party’s prior written consent, with the exception that, PROPERTYBOOK may assign this Agreement without the Licensee’s/User’s prior written consent, to any entity that acquires all or substantially all of the business or assets of PROPERTYBOOK relating to this Agreement, whether such an event is executed by means of a merger, reorganization, acquisition, sale or other ownership transfer vehicle. Any assignment made in violation with this provision shall be void, and this Agreement shall benefit and bind the permitted successors and assigns of the parties.

Notices
Any and all notices required under this Agreement will be in writing, and shall be delivered personally or mailed by registered or certified mail, return receipt requested, or delivered by an overnight U.S. or international carrier. If such notices are being delivered to Licensee, the notice shall be delivered to Licensee's address specified on the Subscription Form of this Agreement or to such other address as Licensee may provide and specify after this Agreement is executed. If any such notice is being delivered to PROPERTYBOOK, it shall be delivered to the address set forth on the Subscription Form of this Agreement .

Force Majeure
PROPERTYBOOK shall not be held liable for any damages resulting from any failure to perform any obligation under this Agreement or from any delay in the performance due to causes beyond PROPERTYBOOK's control, acts of God, an act of war (whether declared or not), hostilities, invasion, act of foreign enemies, terrorism or civil disorder, a strike or strikes or other industrial action or blockade or embargo or any other form of civil disturbance (whether lawful or not), third party service and or interest provider outages or disruptions or slowdowns, vandalism or hacker attacks, fire, governmental demands, industrial disputes, failure of technology or telecommunications or other method or medium of storing or transmitting the Licensed Product. However, in such cases, the Licensee will still remain obligated to pay their subscription fees as agreed to herein.

Severability
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent possible such that, the remaining provisions of the Terms of Use will continue in full force and effect.

User Data and Information
Licensee agrees to and acknowledges that if it creates any settings within their account with PROPERTYBOOK’s Product including but not limited to saved search criteria, groups, folders, saved property records and or sales in groups and or folders, and any other setting available within PROPERTYBOOK’s Product now or that may be made available at a point and time in the future, collective referred to as “User Data”, PROPERTYBOOK nor its officers, agents, contractors, or licensors shall be held accountable, responsible or liable for any of such User Data, including the loss, destruction or use by third parties of such User Data. The Licensee under no circumstances shall provide access to their account to anyone else, especially, not to any third-party competitor for any purposes whatsoever.

Security Disclaimer
PROPERTYBOOK employs reasonable security protocol and measure to safeguard and protect our Users data. However, in consideration that the Internet is not 100% safe, Licensee acknowledges that, despite such security precautions taken by PROPERTYBOOK, Licensee’s use of, or connecting to, the Internet provides the opportunity for unauthorized third parties to circumvent such security precautions and illegally gain access to the PROPERTYBOOK’s Product and User Data. Licensee hereby acknowledges and agrees that PROPERTYBOOK cannot and will not guarantee or accept any liability in connection with the absolute integrity, privacy, security or authenticity of any information transmitted over or stored in any system connected to the Internet, including User Data, or that any such security precautions PROPERTYBOOK employs will be adequate or sufficient.

Limitation of Damages
Under no circumstances shall PROPERTYBOOK’s liability for any and all damages, losses or causes of action incurred by Licensee, which are related to this Agreement, exceed the amount paid by Licensee to PROPERTYBOOK over the 12-month period preceding such occurrences.

Exclusive Right to Remediate
If for any reason the Licensee is dissatisfied with PROPERTYBOOK’s Product and as a result wish to discontinue their subscription before Licensee’s subscription term has expired, it is at the sole discretion of PROPERTYBOOK to terminate or modify said Agreement, for which PROPERTYBOOK has no obligation or requirement to do.

Modification
PROPERTYBOOK reserves the right to modify this agreement at any time. In the event that PROPERTYBOOK modifies this agreement, PROPERTYBOOK will notify the Licensee of such changes by email and or by posting such notice through PROPERTYBOOK’s product. If the Licensee does not agree with the modification, Licensee may terminate this agreement within 30 days of the modification notice by giving written notification to PROPERTYBOOK of such request for termination.

Authorized User Confidentiality
In addition and subject to other provisions related to confidentiality herein and in your Licensing Agreement, PROPERTYBOOK reserves the right to comprise statistical information regarding your use of various components and features of our Product and services, including but not limited to all login activity, searches performed, PDF reports created and CSV exports. PROPERTYBOOK also reserves the right for PROPERTYBOOK and its contractors to access any portion of its product or services to perform customer support, product or system maintenance, product development, security inspections, protection against unauthorized use of our Products or services, and in response to legal processes, or if otherwise required to do so by law.

Geographic, Geospatial and Map Data
The property specific geographic and geospatial data provided through our Product is obtained by PROPERTYBOOK through public and private sources and utilized to create proprietary data, which is then made available to users. Significant efforts are made to validate this data; however, PROPERTYBOOK shall not be held liable or accountable for any geographical data errors.

PROPERTYBOOK uses Google Maps and Open Street Maps to render maps in our Products. Such use of Google Maps API is compliant to Google Maps API terms of use and with the permission of Google Maps.

Links to Our Websites
You may provide a hyperlink to the home page of this Website (PROPERTYBOOK.NYC) subject to the following conditions:
1.) You must remove any such link within 1-hour upon request from PROPERTYBOOK.
2.) You may only provide a hyperlink to the home page of our Website if you do so in a manner that is not considered by PROPERTYBOOK to in any way be: defamatory, misleading, of negative intension (towards PROPERTYBOOK, any person or any other company), to market a competing product, to publish negative information about PROPERTYBOOK, to cause PROPERTYBOOK any harm, in any attempt to discredit PROPERTYBOOK or our Product, or in any other way that violates the terms of use herein or any other applicable law.
3.) You may not publish a hyperlink to this Website on any Website considered to contain mature content or on any Website that is considered to be unsafe.
4.) You may not under any circumstances create a frame/iframe of our Website and or our Product or any of its Content, as this is strictly prohibited.

Through means of linking to our Website or any other means, under no circumstances shall PROPERTYBOOK be portrayed or deemed an associate of or to be associated or affiliated with, or as endorsing or sponsoring any website or organization that links to this Website, or is linked to from this Website, or any service or product that may be offered through such websites.

If you’re an Authorized User of PROPERTYBOOK’s Product and wish to state that you subscribe to our Product in any content made available to the public (i.e. in website content), you may do so; however, you must provide a link to or copy of such content to PROPERTYBOOK for our review. Please email such links and or content to info@PROPERTYBOOK.io with a summary of what you’re requesting, and include the exact content and context in which you wish transmit this information.

Data and Information Accuracy
PROPERTYBOOK strives to provide the most accurate and up-to-date data possible; however, all information and data provided by PROPERTYBOOK through its Product to Authorized Users are for general information purposes only, and in no way constitute any relationship between PROPERTYBOOK and Authorized Users in which PROPERTYBOOK can be held legally liable or accountable for any errors or inconsistencies in the data and information provided.

Authorized Users should not rely on the data and information obtained through PROPERTYBOOK’s Product to make significant decisions concerning their professional practice or financial decisions. Authorized Users should reference source documents, and conduct their own independent research and analysis before deciding to rely on any data. Anyone that relies on such data provided through PROPERTYBOOK’s Product does so at their own risk and agrees to hold PROPERTYBOOK harmless for any inaccurate data provided through our Products and for any consequence relating directly or indirectly to any decision, action or inaction by you based on data and information obtained through our Products. PROPERTYBOOK is not responsible for any use of our Website or Product by anyone that is unauthorized to access our Website or Product.

No Warranties
As stated in the provision above, PROPERTYBOOK strives to provide the most accurate and up-to-date data possible; however, all information and data provided by PROPERTYBOOK through its Product to Authorized Users is for general information purposes only, and is provided to Authorized Users “As Is” and without any warranties as to its accuracy. Furthermore, we do not provide any warranties that our Product will always be available, uninterrupted or without errors. By using our Website and or Product you accept these terms and agree that PROPERTYBOOK will not be responsible or held liable for any loss of income as a result of errors, inaccurate information or service interruptions of our Product. Any reliance on our Product is made at your own risk and with acknowledgement that PROPERTYBOOK makes no warranties.

Your Liability
If you cause a technical disturbances to this Website or our Product, and or violate the Terms of Use in any way set forth herein these Terms of Use or as described within your License Agreement with PROPERTYBOOK, you agree to be held responsible for any and all liabilities, costs and expenditures resulting from such disruption, including reasonable attorneys' fees, fines, and any other cost associated with enforcing our Terms of Use and or License Agreement by means of pursing compensation from those who caused such disruption through litigation and other means of legally enforcing our Terms of Use and License Agreement.

Indemnification
You agree to indemnify, defend, and hold harmless PROPERTYBOOK, its officers, employees contractors, agents, licensors, suppliers, successors and assignees from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your (or any user included under your account) violation of these Terms of Use, your Subscription Agreement or License Agreement, or your use of this Website or our Product, including, but not limited to, any use of the content provided through this Website or our Product or other PROPERTYBOOK services.

Privacy
PROPERTYBOOK respect’s the privacy of our users and Website visitors and any personal information you provide to us in connection with or as a result of your use of our Website, Product or services. Use of this Website and our Product is subject to PROPERTYBOOK’s Privacy Policy located at Privacy Policy, which is hereby incorporated into, and made part of these Terms of Use.

PROPERTYBOOK reserves the right, and you authorize us, to use any and all personal information provided by you in any manner consistent with our Privacy Policy.

Trademarks
PROPERTYBOOK’s Product employs various trademarks and service marks, logo, graphics, slogans, phrases and other means of brand identification of PROPERTYBOOK and of other third parties. All of these trademarks and service marks are the property of their respective owners. You agree not to use or display them in any manner without the prior written permission of the applicable owner.

Product Ownership
You acknowledge that PROPERTYBOOK is the exclusive owner and will retain exclusive ownership of all proprietary right in and or to our Product, including intellectual property rights and including those governed under laws of the United States and any other applicable national or international laws and rights, and including those related to trademarks, patents, copyrights, and trade secrets. By entering into a Licensing Agreement with PROPERTYBOOK, you are being licensed to use our Product or services as described in your specific License Agreement; and in no way are you being sold or relayed ownership temporarily or permanently over any of our Products or services. Licensee hereby acknowledges that the foregoing applies to all PROPERTYBOOK Products and services including those currently made available or to be made available on-line, off-line and or through any mobile device, without limitation to any future Product developments and or enhancements, including but not limited to any such that may in part or in full come as a result of PROPERTYBOOK’s analysis of Licensee’s usage of our Product and or services, or as a result of any of the Licensee’s suggestions, ideas, feedback, identification of errors, or anything else resulting out of a Licensee’s usage and or evaluation of PROPERTYBOOK’s Product or services. Under no circumstance will any such case result in conference of any rights and or ownership in PROPERTYBOOK’s Products to Licensee; nor will any such case exonerate Licensee or hold them unaccountable to comply with and abide by the provision set forth in this License Agreement, PROPERTYBOOK’s Terms of Use and Conditions, and PROPERTYBOOK’s Privacy Policy.

Geographic Use Restrictions
PROPERTYBOOK is a Corporation based in the State of New York, within the United States. PROPERTYBOOK provides this Website and our Product for use only by people located in the United States. We make no claims or representations that this Website, our Product or any of the content provided through them is accessible, appropriate or legal to access outside of the United States. Access to our Website or our Product may not be legal by certain persons or in certain countries. If you access this Website or our Product from outside the United States, you do so on your own initiative, at your own risk, and are responsible for compliance with local laws, and any consequences that might arise as a result.

Limitation on Time to File Claims
NO LEGAL OR OTHER ACTION OR CLAIM ARISING OUT OF THESE TERMS OF USE, AND OR YOUR LICENSE AGREEMENT AND OR YOUR SUBSCRIPTION AGREEMENT, MAY BE BROUGHT MORE THAN ONE (1) YEAR AFTER THE CAUSE OF SUCH ACTION OR CLAIM HAS ARISEN.

Governing Law and Jurisdiction
PROPERTYBOOK is a Delaware Corporation with its headquarters located in the State of New York of the United States. Unless otherwise agreed to in writing by PROPERTYBOOK, the federal and state courts located in the State of New York shall be the exclusive jurisdiction for any action brought by or against PROPERTYBOOK in connection with these Terms of Use or use of our Product.

Waiver
This Agreement and all provisions contained herein are in full effective and not to be considered waived unless otherwise documented herein by PropertyBook. Failure, delay or neglect by a party to enforce any provision of this Agreement or exercise its rights under this Agreement at any time shall not and will not be construed to be a waiver of that party’s rights under this Agreement; and therefore, in no way will affect the enforceability and validity of this Agreement in whole or part; nor will it prevent or restrict in any way such party to take subsequent actions to seek remedy and or retribution in accordance with the provisions of this Agreement and as entitled to by law.

Consequential Damage Waiver Under no circumstances shall PropertyBook, its officers, contractors or agents be held liable for any indirect, incidental, consequential, or any other damage incurred by Licensee, without limitation to damages categorized as loss of business, profits, business interference/interruptions, loss of business information resulting from or related to the Licensee’s use of or inability to use/access PropertyBook’s Product and or services, regardless of whether or not PropertyBook has been advised of any such potential damages.

Miscellaneous
This License Agreement contains the entire understanding of the parties with respect to PROPERTYBOOK’s Licensed Product and it supersedes any prior oral or written statements made by Licensee and or PROPERTYBOOK, or their respective representatives and any documents relative to the subject; however, this Agreement does not supersede any other written license agreement between the parties unless expressly provided herein. The Licensee agrees to keep all content, terms and provisions of this Agreement strictly confidential. This Agreement may not be published, made publically available, amended, modified or superseded by anyone other than PROPERTYBOOK, nor may any of its terms or conditions be waived, unless expressly agreed to in writing by all parties and legally documented. If any provision of this Agreement is held to be invalid, illegal or unenforceable; the validity, legality and enforceability of the remainder of the Agreement will not be affected and remain fully enforceable. If a provision is held to be invalid, illegal or otherwise unenforceable, such a provision shall be replaced with an enforceable provision that carries the intent and benefits of the original provision. The Licensee acknowledges that in the event Licensee breaches of any terms and or provisions of this Agreement, as a result of such an occurrence, PROPERTYBOOK may suffer irreparable harm; and therefore, shall be entitled to injunctive relief, without being required to post a bond, and shall be entitled to all other monetary remedies available in equity or permitted under applicable laws.
The License Agreement provisions of Sections contained herein titled:
Prohibited Uses, Authorized User Accessibility, Automatic Subscription Renewal, License Fees and Payments, Account Access Suspension; Termination; Interruption, Post-Termination, Hardware, Assignment, No Warranties, Notices, Force Majeure, User Data and Information, Governing Law; Jurisdiction, Waiver, Consequential Damage Waiver, Indemnification, Data and Information Accuracy, No Warranties, Security Disclaimer, Limitation on Time to File Claims, Limitation of Damages, Exclusive Right to Remediate, Modification.
will survive non-renewal or any other termination of this Agreement into perpetuity.

Entire Agreement
The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and PROPERTYBOOK with respect to this Website and supersede all prior understandings, agreements, representations and warranties, both written and oral; except if you have entered into a License Agreement with PROPERTYBOOK, in which case you are bound by both your License Agreement with PROPERTYBOOK and these Terms of Use.