Disclaimers

Privacy Policy

Last revised: August 15th, 2016

1. Introduction.

This privacy policy (the "Privacy Policy") is incorporated in and forms a part of the Agreement, as defined in the terms of use (the "Terms of Use") of SoldNest, Inc. ("we"). This Privacy Policy applies to the Services. We may modify this Privacy Policy from time to time, as provided in Section 9.9 of the Terms of Use and your continued use of the Services after we have given notice of those modifications will signify your consent to them. If you have any concern about providing information to us or having that information displayed on our Services or otherwise used in any manner permitted in this Privacy Policy and the Agreement, you should not become a Member, visit our websites, apps or otherwise use our Services. If you have already registered, you can close your account. The personal information provided to or collected by our Services is controlled by SoldNest, Inc.

2. What Information We Collect.

2.1 Registration.

To create an account on our Services, you must provide us with at least your [name, email address and/or mobile number, and a password] and agree to the Agreement (including this Privacy Policy). You understand that, by creating an account, we and others will be able to identify you by your profile.

2.2 Using the Services.

  1. As part of the home purchase or sale process, you will need to provide a lot of information as is customary for a home purchase or sale transaction, including your name, address, phone number, email address and other personally identifiable information (such as, for example, making a copy of your driver's license before conducting a house tour), buyer loan pre- approval documentation and seller property information. We may ask you, as a buyer, for loan pre-approvals from a mortgage broker or lender and other financial information to determine which homes are in your price range, and to help you make an offer more quickly when you do find a home. As a seller, you are legally required to disclose certain information about your property to prospective buyers.
  2. We collect information when you use our Services. For example, we collect information when you view or click on ads on and off our Services, perform a search, install our mobile applications, view or share content on our Services and connect with other Members or our real estate agents or Partner Agents. If you are logged into our Services or one of our cookies on your device identifies you, your usage information and the log data described in Section 2.8, such as your internet protocol ("IP") address, will be associated by us with your account. Even if you’re not logged into the Services, we log information about devices used to access our Services, including IP address.

2.3 Other Services that Sync with Our Services.

We may, from time to time, make tools available to sync information with our Services, and may also develop additional features that allow Members to use their account in conjunction with other third-party services. Any information that you upload or sync with our Services is covered by the Terms of Use and this Privacy Policy. You can remove any other synced information from our Services at any time.

2.4 Customer Service.

When you contact our customer support service, we may have to access your messaging in the Services and other contributions to our Services and collect the information we need to categorize your question, respond to it, and, if applicable, investigate any breach of our Terms of Use or this Privacy Policy. We also use this information to track potential problems and trends and customize our support responses to better serve you. [We do not use this information for advertising.]

2.5 Using Third-Party Services and Visiting Third-Party Sites.

When you visit a third-party site that embeds our plugins, we receive information that those pages have loaded in your web browser. If you are logged in as a Member when you visit sites with our plugins, we may use this information to recommend tailored content to you. We may use this information to personalize the functionality we provide on third-party sites. Our retention of this data is addressed in Section 4. We may provide reports containing aggregated impression information to companies hosting our plugins and similar technologies to help them measure traffic to their websites, but no personal data. You also allow us to receive information about your visits and interaction with the sites and services of our partners that include our cookies and similar technologies, unless you opt out here. If you are not a Member, we rely on the online terms between you and our partners.

2.6 Cookies.

We use cookies and similar technologies, including mobile application identifiers, to help us recognize you across different Services, learn about your interests both on and off our Services, improve your experience, increase security, measure use and effectiveness of our Services, and serve advertising. You can control cookies through your browser settings and other tools. By visiting our Services, you consent to the placement of cookies and beacons in your browser and HTML-based emails in accordance with this Privacy Policy.

2.7 Advertising Technologies and Web Beacons.

  1. We may target (and measure the performance of) ads to Members, Visitors and others both on and off of our Services through a variety of ad networks and ad exchanges, using any of the following, whether separately or combined:
    1. advertising technologies on and off of our Services, like web beacons, pixels, ad tags, cookies, and mobile identifiers as permitted by mobile platforms;
    2. member-provided profile and contact information;
    3. information inferred from a Member‘s profile (for example, using names to infer gender);
    4. Your use of our Services (for example, your search history, the content you read, your property information, which pages you visit, your clicking on an ad, etc.) and log files generated as described in Section 2.8;
    5. Information from third parties (e.g. advertising partners, publishers and data aggregators) which we use in addition to the information from our cookies (and similar technologies), your profile and use of our Services.
  2. We do not share your personal information with any third-party advertisers or ad networks for advertising without your separate permission, but advertising partners may associate personal information collected by the advertiser directly from you with our cookies and similar technologies. In such instances, we contractually require such advertisers to obtain your explicit opt-in consent before doing so.
  3. We may show you sponsored content as you use our Services, which will be designated as sponsored content. If you take social action on sponsored content (for example, if you comment on it or send links to your contacts), your action may be seen by your network and other Members who are shown the sponsored content after you have acted on it.

2.8 Log Files, IP Addresses, and Information About Your Computer and Mobile Device.

When you visit or leave our Services (whether as a Member or Visitor) by clicking a hyperlink or when you view a third-party site that includes our plugin or cookies (or similar technology), we automatically receive the URL of the site from which you came or the one to which you are directed. Also, advertisers receive the URL of the page that you are on when you click an ad on or through our Services. We also receive the IP address of your computer or the proxy server that you use to access the web, your computer operating system details, your type of web browser, your mobile device (including your mobile device identifier provided by your mobile device operating system), your mobile operating system (if you are accessing the Services using a mobile device), and the name of your ISP or your mobile carrier. We may also receive location data passed to us from third-party services or GPS-enabled devices that you have set up, which we use to show you local information on our mobile applications and for fraud prevention and security purposes. Most mobile devices allow you to prevent real time location data being sent to us, and of course we will honor your settings. In the case of our Android apps, you will be provided notice of the types of data (e.g. location) that will be sent to us. If you choose to use our app after this notice, we process this data to enable registration or preview product features for you. If you choose not to become a Member, we will delete this information.

2.9. Third-Party Logins.

If you connect to the Services using your Facebook or Google credentials, you authorize us to collect your authentication information, such as your username, encrypted access credentials, and other information that may be available on or through your Facebook or Google account, including your name, profile picture, country, hometown, e-mail address, date of birth, gender, friends’ names and profile pictures, networks and Google contacts

3. How We Use Your Personal Information.

3.1 Real Estate Listing and Sale Process.

  1. Home sales and purchases are a matter of public record, and your name and address, the price you paid, your property taxes, and other information will be available from public sites regardless of the brokerage(s), if any, who assist in the transaction. We may post on our website some information that typically becomes part of the public record of a home sale or purchase.
  2. We may share information obtained from you that is not public record in order to facilitate your home purchase or sale transaction.
  3. Our agents work with third parties to process your home search and sale transaction, and must share your information with those third parties. Examples include MLSs and providers of software used for document preparation and electronic signing.
  4. If you are referred to a Partner Agent for your home purchase or sale transaction, we share your information with that Partner Agent so they can assist you.
  5. If we serve as your home sale agent, we share your listing information with MLSs and other listing websites, such as Trulia.com and Zillow.com. We also share your listing information with listing vendors such as photographers, home staging experts and home repair professionals like plumbers and electricians, as needed. By law, we are required to disclose to potential buyers certain information you provide about your property.
  6. If we serve as your home purchase agent, we share your buying information with inspectors, title companies, escrow agents, closing attorneys, lenders, and other third parties as needed to process your transaction.

3.2 Our Communications.

We communicate with you through email, notices posted on the Services, messages to your inbox in the Services, and other means available through the Services, including mobile text messages and push notifications. Examples of these communications include: (a) welcome and engagement communications (e.g. informing you about how to best use our Services, new features, or updates about other Members you are connected to and their actions); (b) service communications (service availability, security, and other issues about the functioning of our Services); (c) promotional communications (including both external email and messages in the Services, and may contain promotional information directly or on behalf of our partners). These messages will be sent to you based on your profile information and messaging preferences. You may change your email and contact preferences at any time by accessing your Profile settings. You can also opt out of promotional messages by sending a request to us at hello@soldnest.com. Please be aware that you cannot opt out of receiving service messages from us.

3.3 Service Development; Customized Experience.

We use information and content that you and other Members provide to us to conduct research and development for the improvement of our Services in order to provide you and other Members and Visitors with a better, more intuitive experience and drive membership growth and engagement on our Services. We also customize your experience and the experiences of others on our Services. We try to show you content and communications that are relevant to you.

3.4 Sharing Information with Affiliates.

We may share your personal information with entities controlled by, controlling or under common control with SoldNest, Inc. ("Affiliates"), as reasonably necessary or convenient to providing the Services. You are consenting to this sharing.

3.5. Sharing Information with Third Parties.

We do not rent or sell personal information that you have not posted on our Services, except as described in this Privacy Policy. We will not disclose personal information, except (a) as set forth in this Section 3, (b) to carry out your instructions, or (c) if (i) we have your separate consent, or (ii) we have a good faith belief that disclosure is permitted by law or is reasonably necessary to: (A) comply with a legal requirement or process, including civil and criminal subpoenas, court orders or other compulsory disclosures; (B) enforce the Agreement; (C) respond to claims of a violation of the rights of third parties; (D) respond to Member service inquiries; or (E) protect the rights, property, or safety of SoldNest, Inc. and its Affiliates, our Services, our Members, Visitors, or the public.

3.6. Third Parties Applications and Services.

  1. We may, from time to time, collaborate with and allow third parties to use developer platform to offer services and functionality in conjunction with our Services ("Platform Applications"). Platform Applications, whether under standard API terms or negotiated agreements, will be subject to certain restrictions on how third parties may access, store, and use the personal information you provide to us. If you choose to use a Platform Application, you will be asked to confirm acceptance of the privacy policy and user agreement of the third-party developer. You will always have the ability to revoke permission granted to a Platform Application through your account settings. Note, however, that even if you revoke the permission granted to a Platform Application, your connections may still be using the Platform Application, so the Platform Application may still have access to certain information about you, just as your connections do.
  2. When you comment or click widgets of third parties social networks (such as giving a Yelp review to us), your opinion will be displayed on your social networking profile with the relevant third-party social network, and it will be viewable by anyone who is able to view your profile on that social network depending on the privacy settings you have set in your account at that social network. The privacy policies of your social network service also apply to the information you provide using these features.

3.7. Polls and Surveys.

Polls and Surveys may be conducted by us, Members, or third parties. Some third parties may target advertisements to you on the results page based on your answers in the poll. We or third parties may follow up with you via e-mail or messaging in the Services regarding your participation unless you have opted out of receiving messages. We may use third parties to deliver incentives to you to participate in surveys or polls. If the delivery of incentives requires your contact information, you may be asked to provide personal information to the third party fulfilling the incentive offer, which will be used only for the purpose of delivering incentives and verifying your contact information. It is up to you whether you provide this information, or whether you desire to take advantage of an incentive. Your consent to use any personal information for the purposes set forth in the poll or survey will be explicitly requested by the party conducting it.

3.8 Compliance with Legal Process and Other Disclosures.

It is possible that we may need to disclose personal information, profile information, or information about your activities as a Member or Visitor when required by law, subpoena, or other legal process, whether in the United States or other jurisdictions, or if we have a good faith belief that disclosure is reasonably necessary to (a) investigate, prevent, or take action regarding suspected or actual illegal activities or to assist government enforcement agencies; (b) enforce the Agreement, investigate and defend ourselves against any third-party claims or allegations, or protect the security or integrity of our Services; or (c) exercise or protect our rights, property, or safety and that of our Members, personnel, or others. We may notify Members about legal demands for their personal information when appropriate in our discretion and unless prohibited by law or court order or when the request is an emergency. We may dispute those demands, in our discretion, if we believe they are over broad, vague or lack proper authority, but we do not commit to challenge every demand and you have no right to require us to challenge any demand and we have no liability to you if we do not.

3.9 Disclosures to Others as the Result of a Change in Control or Sale.

We may also disclose your personal information to a third party as part of a sale of the assets of SoldNest, Inc. or its Affiliates, or as the result of a change in control of SoldNest, Inc. or one of its Affiliates, or in preparation for any of these events. Any third party to which we transfer or sell our assets will have the right to continue to use the personal and other information that you provide to us in the manner set out in this Privacy Policy.

3.10 Service Providers.

We may employ third party companies and individuals to facilitate our Services (e.g. maintenance, analysis, audit, marketing and development). These third parties have limited access to your information only to perform these tasks on our behalf and are obligated to us not to disclose or use it for other purposes.

3.11 Data Processing Outside Your Country.

We may transfer your information and process it outside your country of residence, wherever we, our Affiliates and our service providers operate.

4. Data Retention and Correction.

We retain the personal information you provide while your account is in existence or as needed to provide you services. We may retain your personal information even after you have closed your account if retention is reasonably necessary to comply with our legal obligations, meet regulatory requirements, resolve disputes between Members, prevent fraud and abuse, enforce the Agreement or otherwise in our discretion. By visiting your [PROVIDE LINK], you can correct, amend, add or delete personal information associated with your account. However, even after you update information, we may maintain a copy of the original information in our records.

5. Miscellaneous.

5.1. Changes to this Privacy Policy.

This Privacy Policy may be changed in accordance with Section 9.9 of the Terms of Use.

5.2. California's Shine the Light Law.

California Civil Code Section 1798.83, known as the "Shine The Light" law, permits our customers who are California residents to request and obtain from us a list of what personal information (if any) we disclosed to third parties for direct marketing purposes in the preceding calendar year and the names and addresses of those third parties. Requests may be made only once a year and are free of charge. Under Section 1798.83, we currently do not share any personal information with third parties for their direct marketing purposes.

5.3. Security.

We have implemented security safeguards designed to protect the personal information that you provide in accordance with industry standards. Access to your data on our Services is password-protected, and data such as credit card information is protected by SSL encryption when it is exchanged between your web browser and the Services. [We also offer secure https access to our website]. However, since the Internet is not a 100% secure environment, we cannot ensure or warrant the security of any information that you transmit to us. There is no guarantee that information may not be accessed, disclosed, altered, or destroyed by breach of any of our physical, technical, or managerial safeguards. It is your responsibility to protect the security of your login information.

5.4 Children.

As set forth in Section 2.1 of the Terms of Use, the Services are not available to persons under the age of 18. Accordingly, we do not knowingly collect personally identifiable information from children under 13 without permission from a parent or guardian. If you are a parent or legal guardian and think your child under 13 has given us information, you can contact as set forth in Section 9.3 of the Terms of Use. Please mark your inquiries "COPPA Information Request."

5.5 Definitions and Construction.

Capitalized terms in this Privacy Policy have the meanings indicated unless the context otherwise requires, which meaning will be equally applicable to both the singular and plural forms of such terms. Capitalized terms not otherwise defined have the meanings assigned to them in the Terms of Use. In this Privacy Policy, unless a clear contrary intention appears (a) "Section" refers to sections of this Privacy Policy; (b) "including" (and with correlative meaning "include") means including without limiting the generality of any description preceding such term, and (c) any reference to a consent, determination or other exercise of discretion by us, unless expressly provided to the contrary, means a determination or exercise of discretion in our sole and absolute discretion.

Terms of Use

Last revised: August 15th, 2016

When you use the and services of SoldNest, Inc. ("we"), you're agreeing to our terms, so please take a few minutes to read over these terms of use. By clicking "I Agree" on establishing an account or, in case of amendments as to which we have given you notice according to these terms of use, by continuing to use our products and services.

1. Introduction.

1.1 You agree that by clicking "I Agree," "Join Now," "Sign Up" or similar, registering, accessing or using our services (including our related mobile apps, developer platforms, premium services, or any content or information provided as part of these services, collectively, "Services"), you are entering into a legally binding agreement (even if you are using our Services on behalf of a corporation or other legal entity).

1.2 Our agreement includes these terms of use, our privacy policy (the "Privacy Policy"), the acceptable use policy (the "Acceptable Use Policy"), and other terms that will be displayed to you at the time you first use certain features, as each of them may be amended by us from time to time in accordance with these terms of use (collectively, the "Agreement"). If you do not agree to this Agreement, do NOT click "I Agree," "Join Now" (or similar) and do not access or otherwise use any of our Services.

1.3 Registered users of our Services are "Members" and unregistered users are "Visitors." This Agreement applies to both.

1.4 If you want to list your home with one of our real estate agents, or buy a home with a one of our real estate agents, then you will need to enter into a listing agreement or buyer agreement. These agreements are not covered by these terms of use.

1.5 We are pledged to the letter and spirit of U.S. policy for the achievement of equal housing opportunity throughout the nation. We encourage and support an affirmative advertising and marketing program in which there are no barriers to obtaining housing because of race, color, religion, sex, handicap, familial status, or national origin.

2. Obligations.

2.1. Service Eligibility.

You represent and warrant that (a) you are legally able to enter into this Agreement (including, if you are entering into this Agreement for a corporation or other legal entity, that you are authorized to bind that entity), (b) you are at least 18 years old (or, if applicable law requires you to be older in order to enter into this Agreement or for us to provide the Services to you, that you are the required age), (c) you have only one account which is in your real name (accounts for legal entities may have multiple authorized users according to our policies), (d) you are not already restricted by us from using the Services, and (e) you are a resident of the United States of America and you are not accessing the Services under the jurisdiction of any other country. Without limiting the foregoing, the Services are not available to any person resident in the European Union or any person accessing it under the jurisdiction of the European Union.

2.2. Your Account.

You (a) will keep your password a secret, (b) will not share an account with anyone else (accounts for legal entities may have multiple authorized users according to our policies), (c) will follow our rules and the law. You are responsible for anything that happens through your account unless you close it or report misuse. If you are an authorized user on a legal entity account, the legal entity controls the account (which is different from your personal account) and may terminate your access to it.

2.3 In using the Services, you will (a) comply with all applicable laws, (b) at all times provide accurate information to us and keep it updated, and (c) comply with the Acceptable Use Policy and any rules or policies we may adopt from time to time that are not inconsistent with the terms of this Agreement (the "Rules").

2.4 In using the Services, you will not (a) send spam or other un welcomed communications to others, (b) scrape or copy profiles and information of others through any means (including crawlers, browser plugins and add-ons, and any other technology or manual work), (c) disclose information that you do not have the right to disclose (such as confidential information of others, including your employer), (d) violate our intellectual property rights or those of other persons, including patents, trademarks, trade secrets, copyrights or other proprietary rights, (e) post or otherwise transmit software viruses, worms, or any other harmful code, (f) manipulate identifiers in order to disguise the origin of any message or post transmitted through the Services, (g) copy or use the information, content or data of others available on the Services (except as expressly authorized), (h) copy or use our information, content or data in connection with a competitive service, (i) copy, modify or create derivative works of the Services or any related technology (except as expressly authorized by us), (j) reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology, or any part of them, (k) imply or state that you are affiliated with or endorsed by us without our express consent, (l) rent, lease, loan, trade, sell/re-sell access to the Services or related any information or data, (m) sell, sponsor, or otherwise monetize any feature of the Services, without our consent, (n) deep-link to our Services for any purpose other than to promote your profile or as expressly allowed by the documentation we provide for any API we may make available from time-to- time, in each case without our expressly prior consent, (o) remove any copyright, trademark or other proprietary rights notices contained in or on the Services, (p) without our expressly prior consent, use automated methods to access and use the Services except as expressly allowed by the documentation we provide for any API we may make available from time-to- time, (q) monitor the Services' availability, performance or functionality for any competitive purpose, (r) engage in "framing," "mirroring," or otherwise simulating the appearance or function of the Services, (s) access the Services except through the interfaces we expressly provide, (t) circumvent or override any security feature of the Services, or (u) interfere with the operation of, or place an unreasonable load on, the Services (e.g., spam, denial of service attack, viruses, gaming algorithms. Crawling our website is allowed for inclusion in web search engine results only. Webscraping, downloading or webcrawling of any property or other data for inclusion in another real estate search site, content aggregator, or any other purpose is strictly forbidden without our prior written consent.

3. Your Content; Feedback.

3.1 Your Content.

As between you and us, you own the content and information that you submit or post to the Services, but you grant us a non-exclusive, perpetual, unlimited, royalty- free, freely assignable and sublicensable right to use, reproduce, modify, distribute, and display that content and information worldwide in any media. We may, but are not obligated to, post the name you associate with that content or information. Additionally, you grant us a non-exclusive, perpetual, unlimited, royalty-free, freely assignable and sublicensable right to use, distribute, publish, remove, retain, add, process, analyze, use and commercialize, in any way now known or in the future discovered, any content or information you provide, directly or indirectly to us, without any further consent, notice and/or compensation to you or to any third parties. Our rights are subject to the terms of the Privacy Policy and your privacy settings.

3.2 Your Obligations.

You will only provide content or information that does not violate the law nor anyone's rights (e.g., without violating any intellectual property rights or breaching a contract). You also agree that your profile information will be truthful.

3.3 Feedback.

By submitting to us suggestions or other feedback regarding our Services ("Feedback"), you agree that we can use and share (but do not have to) that feedback for any purpose without compensation to you.

3.4 No Obligation.

We are not obligated to publish any information or content on our Services and can remove it in our sole discretion, with or without notice, including any content we believe violates the Acceptable Use Policy or otherwise violates this Agreement, the Rules or applicable law. We have no obligation to store, maintain or provide you a copy of any content or information that you or others provide, except to the extent required by applicable law.

4. Service Availability.

We may change, suspend or end any Services, or change and modify prices prospectively in our discretion. To the extent allowed under applicable law, these changes will be effective on notice to you. We reserve the right to limit your use of the Services, including the number of your connections and your ability to contact other Members. We reserve the right to restrict, suspend, or terminate your account for any reason or no reason, including if we believe that your use of the Services violates the Acceptable Use Policy or otherwise violates this Agreement, the Rules or applicable law.

5. Third-Party Content, Sites and Apps.

5.1 General.

By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. We generally do not review content provided by our Members. You agree that we are not responsible for third parties' (including other Members') content or information or for any damages as result of your use of or reliance on it. You are responsible for deciding if you want to access or use third party apps or sites that link from our Services. If you allow a third party app or site to authenticate you or connect with your account, that app or site can access information on the Services related to you and your connections. Third party apps and sites have their own legal terms and privacy policies, and you may be giving others permission to use your information in ways we would not. Except to the limited extent it may be required by applicable law, we are not responsible for these other sites and apps -- use these at your own risk.

5.2 Complaints Regarding Content Posted on the Services.

  1. We respect the intellectual property rights of others and desire to offer a platform which contains no content that violates those rights. This Agreement requires that information posted by Members be accurate, lawful and not in violation of the rights of third parties. To promote these objectives, LinkedIn provides a process for submission of complaints concerning content posted by our Members. Our policy and procedures are described and/or referenced in Sections 5.3 - 5.6.
  2. Whether or not we disable access to or remove content, we may make a good faith attempt to forward the written notification, including the complainant’s contact information, to the Member who posted the content and/or take other reasonable steps to notify the Member that we have received notice of an alleged violation of intellectual property rights or other content violation. In appropriate circumstances and in our discretion, we may disable and/or terminate the accounts of Members (or, in appropriate cases, specific authorized users under the account of a Member that is a legal entity) who infringe the rights of others or otherwise post unlawful
  3. Please note that any notice or counter-notice you submit must be truthful and must be submitted under penalty of perjury. A false notice or counter-notice may give rise to personal liability. You may therefore want to seek the advice of legal counsel before submitting a notice or a counter-notice.

5.3 Notice of Copyright Infringement.

Pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512), we have implemented procedures for receiving written notification of claimed infringements. We have also designated an agent to receive notices of claimed copyright infringement. If you believe in good faith that your copyright has been infringed, you may complete and submit a Notice of Copyright Infringement form, or otherwise provide a written communication (in each case, according to Section 5.5) which contains:

  1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  2. a description of the copyrighted work that you claim has been infringed;
  3. a description specifying the location on the Services of the material that you claim is infringing;
  4. your telephone number and e-mail address;
  5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  6. a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

5.4 Counter-Notice.

If you believe that a notice of copyright infringement has been improperly submitted against you, you may submit a counter-notice, pursuant to Sections 512(g)(2) and (3) of the Digital Millennium Copyright Act. You may complete the Counter-Notice Regarding Claim of Copyright Infringement form, or otherwise provide a written communication (in each case, according to Section 5.5) which contains:

  1. your physical or electronic signature;
  2. identification of the material removed or to which access has been disabled;
  3. a statement under penalty of perjury that you have a good faith belief that removal or disablement of the material was a mistake or that the material was misidentified;
  4. your name and telephone number, and a statement that you consent to the jurisdiction of the Federal District court (i) in the judicial district where your address is located if the address is in the United States, or (ii) for Santa Clara County, California, if your address is located outside the United States, and that you will accept service of process from the complainant submitting the notice or his/her/its authorized agent.

5.5 Notices.

Notices pursuant to Sections 5.3 or 5.4 must be submitted to us as follows to be effective: (a) through the online form located at [INSERT LINK], (b) by e-mail to hello@soldnest.com, or (c) by internationally-recognized overnight delivery service (e.g. DHL) to the following address: 900 E. Hamilton Av Campbell, Ca 95008.

5.6 Claims Regarding Content Other Than Copyright Infringement.

For issues other than copyright infringement, information is available here [INSERT LINK] on how to flag and report other types of content violations. We provide this information as a courtesy, but we do not undertake to honor any requests you may make or to take any particular action (or any action at all) with regard to them.

6. Rights to the Services.

We reserve all of our and our licensors’ intellectual property rights in the Services, including any text, graphics artwork, pictures and video, software, trade secrets, trademarks and logos. Solely during the term of this Agreement, you have a limited, non-exclusive right to use the Services, solely pursuant to an in conformance with this Agreement, the Privacy Policy and the Acceptable Use Policy.

7. Disclaimer; Limit of Liability; Indemnity.

7.1 No Warranty.

TO THE EXTENT ALLOWED UNDER LAW, WE (AND OUR LICENSORS AND OTHERS WE WORK WITH TO PROVIDE THE SERVICES) (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (E.G. WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NONINFRINGEMENT); (B) DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS, AND (C) PROVIDE THE SERVICES (INCLUDING CONTENT AND INFORMATION) ON AN "AS IS" AND "AS AVAILABLE" BASIS. SOME LAWS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OR ALL OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.

7.2 Exclusion of Liability.

TO THE EXTENT PERMITTED UNDER LAW, WE, OUR LICENSORS AND OTHERS WE WORK WITH TO PROVIDE THE SERVICES) WILL NOT BE LIABLE TO YOU OR OTHERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, RELATED TO THE SERVICES (E.G. OFFENSIVE OR DEFAMATORY STATEMENTS, DOWN TIME OR LOSS, USE OR CHANGES TO YOUR INFORMATION OR CONTENT). IN NO EVENT WILL OUR LIABILITY (AND THAT OF OUR LICENSORS AND OTHERS WE WORK WITH TO PROVIDE THE SERVICES) EXCEED, IN THE AGGREGATE FOR ALL CLAIMS, AN AMOUNT THAT IS THE LESSER OF (A) THE AMOUNT OF FEES YOUR PAID PREMIUM SERVICES, IF ANY, DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST INSTANCE OF THE CIRCUMSTANCES ESTABLISHING LIABILITY, AND (B) US$[____]. THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US AND WILL APPLY TO ALL CLAIMS OF LIABILITY (E.G. WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF WE HAVE BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE. SOME LAWS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO THESE LIMITS MAY NOT APPLY TO YOU.

7.3 Indemnity.

You agree to indemnify us, our affiliates and our and our affiliates' respective directors, managers, partners, officers, employees, shareholders, members and agents harmless for all from and against any and all liabilities, claims, liens, obligations, damages, losses, costs, fees and expenses, including fines, assessments and penalties, and reasonable investigatory and attorney’s fees and disbursements based on, relating to, concerning or arising out of related to (a) your failure to comply with this Agreement, including your submission of content or information that violates third party rights or applicable laws, (b) any content or information you provide to us or post through the Services, and/or (c) any activity in which you engage on our website or using the Services.

8. Termination.

We or you may terminate this Agreement at any time with notice to the other. On termination, you lose the right to access or use the Services. The following will survive termination: (a) our rights to use and disclose your Feedback, (b) Members and/or Visitors' rights to further re-share content and information you shared through the Services to the extent copied or re-shared before termination, (c) Sections 2.3 (as to amounts due before termination or under provisions surviving termination), 3, and 5-9, (d) any obligation to pay owed by one party to the other before termination

9. General Terms.

9.1 Governing Law; Venue.

This Agreement will be governed by the domestic internal laws of the State of California, U.S.A. Subject to Section 9.2, exclusive venue for the resolution of any dispute between the parties relating to or arising from this Agreement will be in the state and federal courts for Santa Clara County, California, U.S.A. and the parties hereby submit themselves to the personal jurisdiction of those courts.

9.2. Arbitration.

Binding, confidential arbitration pursuant to this Section 9.2 will be the only remedy for any dispute or claim of any kind, including third-party claims arising under, concerning, or relating to this Agreement, its interpretation, its validity (including any claim that all or any part of this Agreement is void or voidable), its termination, or its subject matter, whether sounding in contract, tort, equity, statutory law, administrative regulation or otherwise (a "Claim"). Any Claim, will be resolved in a confidential expedited arbitration administered by the American Arbitration Association ("AAA") in Santa Clara County, California in accordance with the AAA’s Commercial Arbitration Rules (the "Rules") then in effect. Any Claim submitted to arbitration will be decided by a single, neutral arbitrator (the "Arbitrator") mutually agreed by the parties or, if they cannot agree within 15 business days of the commencement of arbitration, in accordance with the Rules. The Arbitrator must be qualified as a California attorney who has at least ten years of prior professional experience in private practice as a business or commercial litigator. The Arbitrator will have the exclusive power to adjudicate the alleged breach, enforcement, interpretation or validity of this Agreement, including as to the scope or applicability of this arbitration clause. Discovery within the arbitration will be limited as reasonable or necessary by the Arbitrator. In connection with document and written discovery, the responding party will be entitled to recover all of its actual costs and expenses incurred in searching for and reviewing responsive documents, including electronically stored information. All AAA fees and costs will be borne equally by the parties, except that in rendering the award, the Arbitrator will allocate and award an appropriate share of the prevailing party’s reasonable attorneys’ fees and costs, including the Arbitrator's fees, to the losing party. Judgment on any arbitration award may be entered and enforced by any court of competent jurisdiction. The Arbitrator shall not have the power to award damages in connection with any Claim in excess of actual compensatory damages and will not multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto. This Section 9.2 is not and will not be construed as an agreement to the joinder or consolidation of an arbitration under this Agreement with arbitration of disputes or claims of any other person (including other Members or Visitors), regardless of the nature of the issues or disputes involved. EACH PARTY EXPRESSLY AGREES AND UNDERSTANDS THAT BY AGREEING TO ARBITRATION, IT IS WAIVING THE RIGHT TO A JURY TRIAL OR TO A CIVIL ADMINISTRATIVE TRIBUNAL, INCLUDING AN ADMINISTRATIVE LAW JUDGE.

9.3 Notices and Service Messages.

You agree that we may provide notices to you in the following ways: (a) a banner notice on the Services, (b) an email sent to an address you provided, or (c) through other means including mobile number, telephone, or mail. You agree to keep your contact information up to date. We agree that you may provide notices to us in the following ways: (a) by e-mail to hello@soldnest.com or by nationally-recognized overnight delivery service (e.g. U.P.S.) to the following address: 900 E. Hamilton Av #100 Campbell, Ca 95008. Through the Services, you can make requests for home tours, real estate agent contact, help selling or buying a home or other requests. By making those requests, you authorize us to share your personal information including your home search history, favorites and saved searches, with a real estate professional (one of our real estate agents or staff members, or a Partner Agent). When you make such a request to us you are extending an express invitation for us, or another appropriate entity or person, to contact you. We may refer you to a Partner Agent in our discretion. For purposes of this Agreement, a "Partner Agent" means a real estate agent who is employed by or works with another brokerage, but has teamed up with us to provide

9.4 Severability.

If a court with authority over this Agreement finds any part of it not enforceable, you and we agree that the court should modify the terms to make that part enforceable while still achieving its intent. If the court cannot do that, you and we agree to ask the court to remove that unenforceable part and still enforce the rest of this Agreement.

9.5 Entire Agreement.

This Agreement is the only agreement between us regarding the Services and supersedes all prior agreements, discussions, negotiations and communications of any kind by or between you and us. To the extent allowed by law, the English version of this Agreement is binding and other translations are for convenience only.

9.6 Waiver.

If either party does not act to enforce a breach of this Agreement, that does not mean that party has waived its right to enforce this Agreement.

9.7 Assignment.

You may not assign or transfer this Agreement (or your membership or use of Services) to anyone without our express prior written consent. We may assign this Agreement freely.

9.8 No Third-Party Beneficiaries.

There are no third party beneficiaries to this Agreement.

9.9 Amendments.

We reserve the right to change the terms of this Agreement, effective on notice to you, provided that changes cannot be retroactive. If you don't agree to these changes, you must stop using the Services. Except as provided in the two preceding sentences, this Agreement may be amended only by the express written consent of both parties (including, in our case, the signature of an executive officer of SoldNest, Inc.).

9.10 Definitions and Construction.

Capitalized terms in this Agreement have the meanings indicated unless the context otherwise requires, which meaning will be equally applicable to both the singular and plural forms of such terms. In this Agreement, unless a clear contrary intention appears (a) "Section" refers to sections of these terms of use; (b) "including" (and with correlative meaning "include") means including without limiting the generality of any description preceding such term, and (c) any reference to a consent, determination or other exercise of discretion by us, unless expressly provided to the contrary, means a determination or exercise of discretion in our sole and absolute discretion.

SoldNest Acceptable Use Policy

Last Modified: August 15th, 2016

We are proud of the trust placed in us. In exchange, we trust you to use our services (the "Services") responsibly.

You agree not to misuse the Services. For example, you must not, and must not attempt to, use the Services or your access to the Services to do the following things.

  1. probe, scan, or test the vulnerability of any system or network;
  2. breach or otherwise circumvent any security or authentication measures;
  3. access, tamper with, or use non-public areas of our or third parties’ website or computer systems or shared areas of the Services which you have not been invited or otherwise authorized to access;
  4. interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing any part of the Services;
  5. plant malware or otherwise use the Services to distribute malware;
  6. access or search the Services by any means other than our publicly supported interfaces (for example, "scraping");
  7. send unsolicited communications, promotions or advertisements, or spam;
  8. send altered, deceptive or false source-identifying information, including "spoofing" or "phishing";
  9. publish anything that is fraudulent, misleading, or infringes another's rights;
  10. promote or advertise products or services without appropriate authorization;
  11. impersonate or misrepresent your affiliation with any person or entity;
  12. publish or share materials that are unlawfully pornographic or indecent, or that advocate bigotry, religious, racial or ethnic hatred, violence, or violation of law;
  13. violate the law in any way, or violate the privacy of others, or to defame others; or
  14. violate any intellectual property or other rights or any person, including by uploading materials to your account or using the Services to process materials if you do not have the right to do so.