Terms of Service and Use Agreement
BENUTECH, INC. is a provider of real estate lead management software, real estate leads, and other real estate related technology solutions. Subscriber is a real estate agent or other professional that desires to utilize BENUTECH, INC. products and services.
NOW, THEREFORE, in consideration of the mutual covenants and benefits expressed herein, the parties agree as follows:
The following definitions as used in this Agreement shall have the following meanings:
- “Software” shall mean any and all software products produced by BENUTECH, INC. for resale. This shall include, but not be limited to, REBO Gateway, REBO Markets, REBO Targets, REBO Ads, REBO Home, REBO Docs, REBO Apps, and CollabTool.
- “BENUTECH, INC. Leads”shall mean any and all records sold by BENUTECH, INC. to Subscriber, and may include, but is not limited to: Expired Leads, FSBO Leads, Foreclosure Leads, Website Leads, Just Listed Just Sold Leads, Probate Leads, Divorce Leads, and Farm Leads.
- “Subscriptions” shall represent the products and services purchased by the Subscriber upon signing up. Examples may include: a subscription to Expired Leads, a Subscription to FSBO Leads, etc.
- “Billing Cycle” shall mean the period between billings for products and services either monthly, quarterly (3 months), semi-annual (6months), or annual (12 months).
- Limited Software License
BENUTECH, INC. hereby grants a limited, non-exclusive, non-transferable, revocable license to use the Software subject to the terms and conditions set forth in this Agreement. This license permits the Subscriber to utilize this software only for its intended use, and Subscriber agrees not to utilize it for anything other than its intended use, and not to reverse assemble, reverse compile, otherwise translate or redistribute the Software. Subscriber agrees not to share, copy, or otherwise re-distribute the Software without the express written consent of BENUTECH, INC.. The license granted hereunder provides that a copy of the Software may only be used by the Subscriber. Concurrent or simultaneous use on two or more computers is prohibited. Subscriber further agrees not to disseminate or disclose their accounts username or password, nor to allow anyone else to utilize their account for access to BENUTECH, INC. systems.
- BENUTECH, INC. Leads
- License. BENUTECH, INC. hereby grants a limited, non-exclusive, non-transferable, revocable limited license to BENUTECH, INC. Leads for which the Subscriber has purchased as part of his Subscriptions. This limited license permits the Subscriber to utilize BENUTECH, INC. Leads for their individual purposes. Subscriber acknowledges that BENUTECH, INC. Leads are BENUTECH, INC.’s trade secret, proprietary information, and agrees not to share, copy, reproduce, or redistribute BENUTECH, INC. Leads without the express written permission of BENUTECH, INC..
- Disclaimer. BENUTECH, INC. has made reasonable best efforts to ensure accurate information in all BENUTECH, INC. Leads and data append services, and to provide it in a timely, accurate manner, including reliable acknowledgement of individuals listed on the National Do Not Call Registry. However, BENUTECH, INC. assumes no responsibility for the accuracy of BENUTECH, INC. Leads or any errors, misrepresentations, or inaccurate information contained therein. BENUTECH, INC. provides this content “as is” and without warranties of any kind, either expressed or implied. Neither does BENUTECH, INC. warrant uninterrupted, error free functionality for its Software and services.
- Copyright and Intellectual Property Rights. Subscriber acknowledges and agrees that Software and BENUTECH, INC. Leads are BENUTECH, INC. trade secrets, and proprietary products and information protected under U.S. copyright and intellectual property laws. Subscriber further acknowledges and agrees that all rights, title and interest in and to the Software and BENUTECH, INC. Leads, including any associated intellectual property rights, are and shall remain with BENUTECH, INC.. This Agreement does not convey an interest in or to the Subscriber, but only a limited license revocable in accordance with terms of this Agreement.
- Terms of Subscriptions. Subscriber authorizes BENUTECH, INC. to invoice Subscriber and process the Subscriber’s credit card for payment according to Subscriber’s Billing Cycle. At the end of each Billing Cycle, the agreement shall automatically renew for an additional term equal to the original service plan until Subscriber cancels the service by providing one (1) month’s advance written notice to BENUTECH, INC. in accordance with the cancellation policies of BENUTECH, INC.. In the event that BENUTECH, INC. is not able to process payment from the Subscriber at the beginning of a renewal term, either because the credit card has expired or for any other reason, BENUTECH, INC. reserves the right to change Annual, Semi-Annual and Quarterly Billing Cycle to a Monthly Billing Cycle at the then current subscription rate. BENUTECH, INC. will attempt to provide notice to Subscriber and Subscriber may determine to update the payment information, and may also elect to change the service plan to a different Plan type.
- Payment Information and Charges
- Charges. The BENUTECH, INC. will charge subscriber for the following items:
- Subscription Charge: recurring fee to receive services and limited use licenses for the Software and BENUTECH, INC. Leads. This charge is determined by the Subscribers billing choices decided upon signup or as modified at their request. This charge is automatically billed at the beginning of each Billing Cycle.
- Processing Fee: a one-time, non-refundable $10 processing fee for reactivating an account.
- Setup Fee: a one-time, non-refundable fee for training.
- Free Trials. Billing for free trials, regardless of length, will automatically start at the end of the trial unless the Subscriber cancels the trial prior to that bill date. Failure to cancel a trial prior to its end will not justify a refund.
- Overages. The BENUTECH, INC. Expired Leads service is a data append service which appends missing owner contact information for Expired MLS listings. BENUTECH, INC. purchases data from industry leaders to help provide the most accurate information for their Subscribers. Because of abuse by Subscribers, BENUTECH, INC. has limited Subscribers to 2000 successful “lookups” per month. For the purpose of this agreement, a “lookup” shall constitute the data append process BENUTECH, INC. has developed for finding missing owner contact information. BENUTECH, INC. will charge subscribers an overage fee of $0.12 per additional “lookup” over the 2000 lookup limit. Overage fees will not be refundable under any circumstances as they represent real charges incurred by BENUTECH, INC. in providing this service. BENUTECH, INC. further reserves the right to cancel or terminate any account for excessive, abusive, or inappropriate use in the number and type of addresses submitted for research.
- Charges. The BENUTECH, INC. will charge subscriber for the following items:
BENUTECH, INC. reserves the right to terminate service for any Subscriber at any time at its sole discretion.
Subscriber may terminate their Subscriptions at any time by emailing a cancellation request to email@example.com , or mailing in a written cancellation request to the BENUTECH, INC. Corporate Office. In order to avoid a renewal of the subscription term the email must be received at least thirty (30) days prior to the beginning of their next Billing Cycle.
Subscriber understands and agrees that in the event that BENUTECH, INC. is unable to resolve computer related technical issues that Subscriber may terminate service at anytime with no expectation of a refund of fees.
- Automation Assistant
Subscriber must retain their real estate license and MLS membership. Should either of these be terminated for any reason, Subscriber agrees to notify BENUTECH, INC. of the changed status. If subscriber does not have both a real estate license and MLS membership, BENUTECH, INC. can no longer provide our automation service to subscriber. All data received through subscribers MLS remains subject to MLS rules, such as limits on use and re-distribution.
As applicable to subscribers of BENUTECH, INC. Expired, Just Listed, Just Sold and for markets in which BENUTECH, INC.: Subscriber is a licensed Real Estate Agent and wishes to engage BENUTECH, INC. to be Subscriber’s personal automation assistant to create an export file and/or automation from Subscriber’s MLS account for personal use within Subscriber’s business. Subscriber is responsible for ensuring that any actions taken or any services or software requested from BENUTECH, INC. under this Agreement are in compliance with all applicable laws and MLS regulations in all jurisdictions in and to which the services are provided by BENUTECH, INC.. Subscriber is also responsible for ensuring that both BENUTECH, INC. and Subscriber are authorized under all applicable MLS and state and federal laws and regulations to allow BENUTECH, INC. to act as Subscriber’s personal automation assistant and obtain necessary authentication information for the exportation of MLS data. In consideration of the above BENUTECH, INC. agrees to act as the personal automation assistant for Subscriber, and to assist them in the process of exporting the MLS data for which they are authorized to utilize within their business.
- Confidentiality and Non-Compete
Subscriber acknowledges that confidential information may be obtained during the course of doing business and over the term of this Agreement. This information may include operations and affairs of BENUTECH, INC., including particular methods and procedures used by it to conduct business, and agree that all records, data, materials, and all other information and equipment provided by BENUTECH, INC. are the sole property of BENUTECH, INC. and remain so after termination of this Agreement. Subscriber agrees to surrender all such information or material to BENUTECH, INC. on demand or upon termination of this Agreement by either party.
Subscriber agrees that by subscribing to BENUTECH, INC. services they will have received confidential information about BENUTECH, INC., and that for a period of 60 months, irrespective of cause of termination of said agreement, Subscriber will not engage either directly or indirectly, personally or by any agent, use, disclose, copy, reproduce, disseminate, or otherwise produce in oral, written or electronic fashion, to any person, firm, or corporation, the name, or by means of any corporate or other device, in an Expired Listing or For-Sale-by-Owner (FSBO) lead service. Nor will Subscriber use knowledge of the business for the benefit of themselves or other persons, or divulge information or data concerning BENUTECH, INC., including, customer names, prices, terms or particulars of BENUTECH, INC., whether by sale, gift, or any device, subterfuge or evasion. Subscriber will in good faith protect the goodwill of BENUTECH, INC..
- Limitation of Liability
BENUTECH, INC. shall not be liable for any claims relating to the Software and this Agreement, including any cause of action sounding in contract, tort, or strict liability. In any event, the liability of BENUTECH, INC. shall not exceed the license fee paid to BENUTECH, INC. for use of the Software. In no event shall BENUTECH, INC. be liable for any loss of profits; any incidental, special, exemplary, or consequential damages; or any claims or demands brought against me, even if BENUTECH, INC. has been advised of the possibility of such claims or demands.
- Marketing Provision
BENUTECH, INC. collects and uses subscribers personal information to operate the BENUTECH, INC. Web site and deliver the services subscriber has requested. BENUTECH, INC. also uses subscribers personally identifiable information to inform subscriber of other products or services available from BENUTECH, INC. and its affiliates. BENUTECH, INC. may also contact subscriber via surveys to conduct research about subscribers opinion of current services or of potential new services that may be offered.
BENUTECH, INC. does not sell, rent or lease its customer lists to third parties. BENUTECH, INC. may, from time to time, contact subscriber on behalf of external business partners about a particular offering that may be of interest to subscriber. In those cases, subscribers unique personally identifiable information (e-mail, name, address, telephone number) is not transferred to the third party. In addition, BENUTECH, INC. may share data with trusted partners to help us perform statistical analysis, send subscriber an email or postal mail, provide customer support, or arrange for deliveries. All such third parties are prohibited from using subscribers personal information except to provide these services to BENUTECH, INC., and they are required to maintain the confidentiality of subscribers information.
BENUTECH, INC. keeps track of the Web sites and pages our subscribers visit within our websites in order to determine what BENUTECH, INC. services are the most popular. This data is used to deliver customized content and advertising within BENUTECH, INC. to customers whose behavior indicates that they are interested in a particular subject area.
BENUTECH, INC. Web sites will disclose subscribers personal information, without notice, only if required to do so by law or in the good faith belief that such action is necessary to: (a) conform to the edicts of the law or comply with legal process served on BENUTECH, INC. or the site; (b) protect and defend the rights or property of BENUTECH, INC.; and, (c) act under exigent circumstances to protect the personal safety of users of BENUTECH, INC., or the public.
Subscriber shall indemnify, hold harmless and defend the BENUTECH, INC. and its respective employees, officers and directors from and against any and all damages, losses, liabilities, actions, proceedings (whether legal or administrative), demands and expenses (including but not limited to reasonable attorneys fees) threatened, asserted or filed by a third party against the BENUTECH, INC., relating to Subscriber’s account and/or relations with the BENUTECH, INC.. By subscribing to BENUTECH, INC., Subscriber agrees not to disclose any assigned codes, including passwords and usernames to others. Subscriber also agrees not distribute the information contained in the product, service to any person or organization, by any means, printed electronic or other.
- Force Majeure
Subscriber acknowledges that in certain circumstances matters outside of BENUTECH, INC.’s, reasonable control may happen that will cause a disruption of service; including, without limitation, labor disturbances, Force Majeure, failure of a communications carrier to provide lines or service, governmental regulations or interference, accidents, fires, explosions, terrorism or from any other similar or dissimilar cause. BENUTECH, INC. will not be held responsible for interruptions to its Software or services
All warranties, representations, indemnities, covenants and other agreements of the parties hereto shall survive the execution, delivery and termination of this Agreement. This Agreement shall insure to and bind the successors and assigns of the respective parties hereto.
- Governing Law
This Agreement shall be deemed to have been executed in the State of Delaware and shall be interpreted and construed according to the laws of the State of Delaware, without giving effect to any conflict of law’s provisions. The parties hereby consent to the jurisdiction of the federal and state courts located in the State of Delaware.