Subscriber Agreement

The Service

Pierce-Eislen, Inc., ("P-E" and "Pierce-Eislen") maintains a commercial apartment industry information base (the "Service"), and makes the Service available to individuals and entities, and "Authorized Users" ("Subscribers") in a proprietary format. An Authorized User is defined as "Any individual who maintains a Personal ID, as defined herein, and who has complied with terms and conditions incorporated into this Agreement".

Subject to the terms and conditions of this Agreement, P-E makes available text, data, content, news, reports and other textual or numerical information ("Information") and images, photographs, graphics, illustrations and other visual representations; tangible and intangible (the "Material"). (Collectively information and material are referred to herein as the "Service" or "Services").

Scope of Agreement

This Agreement defines Subscriber use of Services and is subject to modification from time-to-time of applicable terms and conditions relating to use of the Site and Service. Such modification may include content, hours of availability, and equipment or software needed to access the Service.

In the event of material change in terms, P-E will notify you of such change in writing.

User Warranty

By entering into this Agreement, or by using the Service, you are warranting and representing that you: (a) have the power and authority to enter into this agreement; (b) are at least eighteen (18) years of age; and (c) will use the Service only as set forth in this Agreement.

Equipment

Pierce-Eislen does not provide services and equipment required to access the P-E web site, Subscribers are responsible for obtaining and maintaining all telephone, computer hardware and other equipment ("Equipment") needed for access to, and use of, the Service, and are responsible for all equipment charges related thereto.

Copyright and Intellectual Property

Information and Materials published as components of the Service are protected by the copyrights, trademarks, service marks, international treaties, conventions, and/or other proprietary rights and laws of the United States and other countries, and are owned, or controlled by, Pierce-Eislen, Inc., or third party providers. All Information and Material, whether owned by P-E or by third party providers, is also protected as a collective work or compilation under U.S. copyright and other laws and treaties. All elements making up the Service are also copyrighted works. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service.

Scope of License to Use Services

As a Subscriber, you hold a limited, non-exclusive right to use the Service for your own personal use and benefit. Subscribers may use the Information and Materials in reports, presentations, memoranda and other tangible and intangible forms, for internal or external distribution, prepared for the purpose of evaluating, assessing, or appraising real property, or for supporting a report or proposal prepared with respect to the marketing or valuation of real property (collectively, "Reports"), provided however, that copyright and other proprietary notices (e.g., the Pierce-Eislen, Inc., trade name and the service mark and logo, or that of any third party provider) be retained on Information and Materials that are reproduced in said Reports; and further provided that all such Reports shall include a copyright notice, or original source attribution.

License to Use Trademarks, Trade Names and/or Service Marks, etc.

Pierce-Eislen maintains exclusive, non-transferable, ownership rights in, and to, the Pierce-Eislen trademarks, trade names, and/or service marks ("Descriptive Forms"). A Subscriber license incorporates a limited, non-exclusive right to use the Descriptive Forms, and Descriptive Forms may be used on all Information and Material that is reproduced from the Service, whether for internal or external purposes, provided, however, that Descriptive Forms are not used in a manner which creates the impression that such names and marks belong to, or are associated with, any entity other than P-E; and are used as provided in this agreement.

No Assignment

This Agreement, or the right to use the Service hereunder is not transferable, by assignment, sublicense, or any other method to any other person or entity. Any transfer of Subscriber rights hereunder will constitute a breach of this Agreement, and will render rights to use the Service under this Agreement null and void.

Business Integrity/Non-Compete

In your use of the Service you agree:

  • Not to copy, reproduce, store in electronic form, recompile, decompile, disassemble, reverse engineer, modify, print, transmit, transfer or sell, create derivative works from, distribute, publish, perform, display, or in any way exploit the Services, Information or Materials, in any way that is not expressly permitted by this Agreement without first obtaining the written permission of Pierce-Eislen, Inc.
  • Not to use, transfer, distribute or dispose of, any Information or Material contained in the Site in any manner that could compete with the business of Pierce-Eislen, Inc., or to any person or entity that you know, or should have reason to know, might use such Information or Material in competition with Pierce-Eislen, Inc.
  • Not to offer any part of the Information, Materials or Services for sale or distribute them through any other medium without the prior written consent of Pierce-Eislen, Inc.
  • Not to compile or transfer any Information or Material into any searchable database, participate in any data-sharing arrangement or data library, without express, prior written consent by Pierce-Eislen.
  • That the Information or Materials or any part thereof, or any of the descriptive materials may not be used in any inappropriate, offensive, unlawful, fraudulent, inaccurate, libelous, or otherwise objectionable manner in any way, or is in violation of any obligation under this Agreement.
  • That the Information and Materials are confidential and proprietary products of P-E and that in the event of unauthorized disclosure of such by you, no remedy at law may be adequate. Therefore, you acknowledge and agree that in the event of such unauthorized disclosure of P-E Information or Materials, P-E maintains the right to seek injunctive relief or other equitable remedies available at law.

 

Fees for Services

Your subscription provides access to a designated Portal for a specific number of users and a defined period determined by: annual hours of use, or; one year from the date of this agreement, whichever event comes first. The annual fee is payable in a single payment at the time of subscription.

User Registration

The Service is accessed through the process of user registration. Your initial registration will include your creation of a user name, and selection of a personal password (collectively, "Personal ID"). A password or user name considered to be inappropriate may be required to be modified or deleted.

Your Subscription provides for a single user license, or can include up to twelve users, depending on the option elected under your account. If a multi-user license is elected, you will be asked to provide the names and other identifying information of each individual to be licensed under you, including an Account Coordinator whose responsibilities will be to maintain User Registration relating to your account. Personal ID will be issued to each authorized user. You agree to permit access to the Service only to those individuals that have registered with us, and have been given a Personal ID.

A list of Authorized users of your account may be designated during the initial registration process, or can be amended later as required, through the Account Upgrade page of the Your Account area of the web site.

User Obligations

When accessing the Service you are responsible for safeguarding and maintaining the confidentiality of your Personal ID, and are liable for all use of Services thereunder, including use by an unauthorized person who accesses the Service through use of your Personal ID.

In the event you have reason to believe that a third party has gained access to your account, you should promptly change your password. Access Your Account and follow the directions describing manner of changing your Personal ID.

Indemnification

You agree to defend, indemnify and hold harmless Pierce-Eislen, Inc., its affiliates, assigns, shareholders, officers, directors, employees, representatives, licensors and agents (collectively, "Indemnified Parties") from and against all liabilities, damages, claims, demands, actions, proceedings, costs and expenses (including reasonable attorneys' fees), incurred by the Indemnified Parties in connection with: (i) any claim arising in connection with, or arising from, your breach of this Agreement or (ii) use of the Service, Information, or Materials, or any third party links to the Site; or (iii) from any use of your account and/or Personal ID by another person.

P-E may, if necessary, participate in the defense of any claim or action and any negotiations for settlement. No settlement which may adversely affect Pierce-Eislen's rights or obligations shall be made without Pierce-Eislen's prior written approval. Pierce-Eislen reserves the right, at our own expense and on notice to you, to assume exclusive defense and control of any claim or action and the corresponding indemnification obligation will end.

Jurisdiction

This Agreement, and your subscription or license to use the P-E Service, will be governed by, and construed in accordance with, the laws of the United States of America and the State of Arizona, without reference to conflicts of laws, rules, and without regard to its location of execution or performance. You agree to comply with all laws, regulations, obligations and restrictions which apply to you.

If any provision of this Agreement is determined to be invalid or unenforceable, that part of the agreement will be modified to the extent possible, to be made valid and enforceable so as to retain the intent of the parties. In such matters the other provisions of this Agreement shall remain in force. Further, the provisions of this Agreement will be deemed severable and the total failure of any provision shall not affect the validity or enforceability of any other provision hereof. No failure of either party to exercise or enforce any of its rights under this Agreement will act as a waiver of such rights.

Neither this Agreement, nor any terms and conditions contained herein, may be construed as creating or constituting a partnership, joint venture or agency relationship between the parties. This Agreement is entered into solely between, and may be enforced only by, you, and Pierce-Eislen, Inc., and this Agreement shall not create, or be construed to create, any third party rights.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter.

Termination

As an Annual Subscriber you will have the right to terminate this Agreement without cause, within thirty (30) days of the effective date of this Agreement. In the event of such termination the user fee for such period will adjust to an amount equivalent to a one-time Portal access fee for the Service, multiplied by one and one-quarter times. If P-E is not notified of intent to terminate this Agreement within the thirty (30) day period, Services will be deemed to have been accepted for the full Subscription period. Termination of the Service at any time after the initial thirty (30) day period, will result in forfeiture of the Subscription fee balance.

Termination is your sole right and exclusive remedy if you are not satisfied with the P-E Service, any modification to the Service, or with the terms and conditions under which Services are made available. Subscription termination can be completed by notifying our Customer Service department by electronic mail or by registered mail to: Pierce-Eislen, Inc. 7201 East Camelback Road, #245 Scottsdale, Arizona 85251, Attention: Customer Service.

You acknowledge that fees for Services have been set in reliance on the disclaimers of warranty and limitations and exclusions of liability set forth in this Agreement and that the same form an essential basis of the bargain between the parties. You waive all claims against Pierce-Eislen, Inc., or any of its affiliates, shareholders, officers, directors, employees, agents, representatives and licensors for any action in connection with the Service, or for revoking your access to the Service.

In the event of legal action, and Pierce-Eislen, Inc. prevails in obtaining equitable relief or monetary damages, you will be obligated to reimburse Pierce-Eislen, Inc., for the reasonable attorney's fees, costs and expenses incurred by P-E in pursuing such legal action, or for any costs incurred by Pierce-Eislen, Inc., in enforcing any order or collecting any judgment.

External Links

As a Subscriber service, the Pierce-Eislen Site may provide hyperlinks to web sites operated by parties other than Pierce-Eislen, Inc, but making such hyperlinks available does not imply our endorsement of the material on such web sites, or Pierce-Eislen's association with their operators. Such hyperlinks are provided for subscriber convenience only. Pierce-Eislen is not responsible for the availability of services through these external sites, or for any of the content, advertising, products, or other materials included in such external sites.

Disclaimer-Errors and Omissions

The Information, Materials and Services offered in Services are offered "as is," without warranties regarding title, merchantability, fitness for a particular purpose, or non-infringement. While reasonable efforts are made toward maintaining a high standard of quality of information incorporated into the Service we do not warrant the accuracy, completeness, timeliness or other characteristics of any Information or Materials made available through the Service, and are not responsible for errors or omissions with respect to Service content.

Agreed:

I have read this Subscriber Agreement and will abide by terms and conditions contained herein, and as may be amended from time-to-time.

Subscriber: ________________________________

Authorized Party: ___________________________

 

Date: _____________________________________