These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”) and Neutrino, Inc. ("Company", “we”, “us”, or “our”), concerning your access to and use of the REConnect website (https://reconnect.neutrinoinc.com, “Site”) and the REConnect Application (“App”) within Canva (canva.com, “Canva”) as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto. You agree that by accessing the Site and App, you have read, understood, and agreed to be bound by all of these Terms of Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE APP AND YOU MUST DISCONTINUE USE IMMEDIATELY. Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. We will alert you about any changes by updating the “Last updated” date of these Terms of Use, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms of Use to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by your continued use of the Site after the date such revised Terms of Use are posted. The information provided on the Site and App is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Site and App from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable. The Site and App are not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not use this Site and App. You may not use the Site and App in a way that would violate the Gramm-Leach-Bliley Act (GLBA). The Site and App are intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Site and App. As a condition of your continued access to the Site and the App, you agree on request to promptly complete and submit to us a Participant Data Access Policy (PDAP) form. Your completed PDAP form may be required by your MLS as a condition of our continued access to the MLS’s data.
Intellectual Property Rights
Unless otherwise indicated, the Site and App is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site and App (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions. The Content and the Marks are provided on the Site and App “AS IS” for your information and personal use only. Except as expressly provided in these Terms of Use, no part of the Site and App and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission. Provided that you are eligible to use the Site and App, you are granted a limited license to access and use the Site and App and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Site and App, the Content and the Marks.
User Representations
By using the Site and App, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with these Terms of Use; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Site and App through automated or non-human means, whether through a bot, script, or otherwise; (6) you will not use the Site and App for any illegal or unauthorized purpose; and (7) your use of the Site and App will not violate any applicable law or regulation. If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site and App (or any portion thereof).
User Registration
You may be required to register with the Site and App. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.
Prohibited Activities
You may not access or use the Site and App for any purpose other than that for which we make the Site and App available. The Site and App may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us. As a user of the Site and App, you agree not to:
Systematically retrieve data or other content from the Site and App to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
Circumvent, disable, or otherwise interfere with security-related features of the Site and App, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and App and/or the Content contained therein.
Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site and App.
Use any information obtained from the Site and App in order to harass, abuse, or harm another person.
Make improper use of our support services or submit false reports of abuse or misconduct.
Use the Site and App in a manner inconsistent with any applicable laws or regulations.
Use the Site and App to advertise or offer to sell goods and services.
Engage in unauthorized framing of or linking to the Site and App.
Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site and App or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site and App.
Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
Delete the copyright or other proprietary rights notice from any Content.
Sell or otherwise transfer your profile.
Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
Interfere with, disrupt, or create an undue burden on the Site and App or the networks or services connected to the Site and App.
Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site and App to you.
Attempt to bypass any measures of the Site and App designed to prevent or restrict access to the Site and App, or any portion of the Site and App.
Copy or adapt the Site and App’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site and App.
Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Site and App, or using or launching any unauthorized script or other software.
Use a buying agent or purchasing agent to make purchases on the Site and App.
Make any unauthorized use of the Site and App, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
Use the Site and App as part of any effort to compete with us or otherwise use the Site and App and/or the Content for any revenue-generating endeavor or commercial enterprise.
User Generated Contributions
The Site and App may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Site and App, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, "Contributions"). Contributions may be viewable by other users of the Site and App and through third-party websites. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary. When you create or make available any Contributions, you thereby represent and warrant that:
The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Site and App, and other users of the Site and App to use your Contributions in any manner contemplated by the Site and App and these Terms of Use.
You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Site and App and these Terms of Use.
Your Contributions are not false, inaccurate, or misleading.
Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
Your Contributions do not advocate the violent overthrow of any government or incite, encourage, or threaten physical harm against another.
Your Contributions do not violate any applicable law, regulation, or rule.
Your Contributions do not violate the privacy or publicity rights of any third party.
Your Contributions do not contain any material that solicits personal information from anyone under the age of 18 or exploits people under the age of 18 in a sexual or violent manner.
Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors;
Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms of Use, or any applicable law or regulation.
Any use of the Site and App in violation of the foregoing violates these Terms of Use and may result in, among other things, termination or suspension of your rights to use the Site and App.
Contribution License
By posting your Contributions to any part of the Site and App or making Contributions accessible to the Site and App by linking your account from the Site and App to any of your social networking accounts, you automatically grant, and you represent and warrant that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right, and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such Contributions, and grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels. This license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide. You waive all moral rights in your Contributions, and you warrant that moral rights have not otherwise been asserted in your Contributions. We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Site and App. You are solely responsible for your Contributions to the Site and App and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions. We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the Site and App; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no obligation to monitor your Contributions.
Social Media
As part of the functionality of the Site and App, you may link your account with online accounts you have with third-party service providers (each such account, a “Third-Party Account”) by either: (1) providing your Third-Party Account login information through the Site and App; or (2) allowing us to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent and warrant that you are entitled to disclose your Third-Party Account login information to us and/or grant us access to your Third-Party Account, without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account, and without obligating us to pay any fees or making us subject to any usage limitations imposed by the third-party service provider of the Third-Party Account. By granting us access to any Third-Party Accounts, you understand that (1) we may access, make available, and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the “Social Network Content”) so that it is available on and through the Site and App via your account, including without limitation any friend lists and (2) we may submit to and receive from your Third-Party Account additional information to the extent you are notified when you link your account with the Third-Party Account. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your account on the Site and App. Please note that if a Third-Party Account or associated service becomes unavailable or our access to such Third Party Account is terminated by the third-party service provider, then Social Network Content may no longer be available on and through the Site and App. You will have the ability to disable the connection between your account on the Site and App and your Third-Party Accounts at any time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS. We make no effort to review any Social Network Content for any purpose, including but not limited to, for accuracy, legality, or non-infringement, and we are not responsible for any Social Network Content. You acknowledge and agree that we may access your email address book associated with a Third-Party Account and your contacts list stored on your mobile device or tablet computer solely for purposes of identifying and informing you of those contacts who have also registered to use the Site and App. You can deactivate the connection between the Site and App and your Third-Party Account by contacting us using the contact information below or through your account settings (if applicable). We will attempt to delete any information stored on our servers that was obtained through such Third-Party Account, except the username and profile picture that become associated with your account.
Submissions
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Site and App ("Submissions") provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.
Site and App Management
We reserve the right, but not the obligation, to: (1) monitor the Site and App for violations of these Terms of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Site and App or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Site and App in a manner designed to protect our rights and property and to facilitate the proper functioning of the Site and App.
Privacy Policy
We care about data privacy and security. Please review our Privacy Policy: https://reconnect.neutrinoinc.com/privacy-policy2. By using the Site and App, you agree to be bound by our Privacy Policy, which is incorporated into these Terms of Use. Please be advised the Site and App is hosted in the United States. If you access the Site and App from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Site and App, you are transferring your data to the United States, and you agree to have your data transferred to and processed in the United States.
Digital Millennium Copyright Act (DMCA) Notice and Policy
Notifications
We respect the intellectual property rights of others. If you believe that any material available on or through the Site and App infringes upon any copyright you own or control, please immediately notify our Designated Copyright Agent using the contact information provided below (a “Notification”). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to federal law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that material located on or linked to by the Site and App infringes your copyright, you should consider first contacting an attorney. All Notifications should meet the requirements of DMCA 17 U.S.C. § 512(c)(3) and include the following information: (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Site and App are covered by the Notification, a representative list of such works on the Site and App; (3) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (4) information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted; (5) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (6) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed upon.
Counter Notification
If you believe your own copyrighted material has been removed from the Site and App as a result of a mistake or misidentification, you may submit a written counter notification to [us/our Designated Copyright Agent] using the contact information provided below (a “Counter Notification”). To be an effective Counter Notification under the DMCA, your Counter Notification must include substantially the following: (1) identification of the material that has been removed or disabled and the location at which the material appeared before it was removed or disabled; (2) a statement that you consent to the jurisdiction of the Federal District Court in which your address is located, or if your address is outside the United States, for any judicial district in which we are located; (3) a statement that you will accept service of process from the party that filed the Notification or the party's agent; (4) your name, address, and telephone number; (5) a statement under penalty of perjury that you have a good faith belief that the material in question was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and (6) your physical or electronic signature. If you send us a valid, written Counter Notification meeting the requirements described above, we will restore your removed or disabled material, unless we first receive notice from the party filing the Notification informing us that such party has filed a court action to restrain you from engaging in infringing activity related to the material in question. Please note that if you materially misrepresent that the disabled or removed content was removed by mistake or misidentification, you may be liable for damages, including costs and attorney's fees. Filing a false Counter Notification constitutes perjury. Designated Copyright Agent Mike Karikas Attn: Copyright Agent 9208 20th Ave NE Seattle , WA 98115 United States info@neutrinoinc.com
Term and Termination
These Terms of Use shall remain in full force and effect while you use the Site and App. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION. If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
Modifications and Interruptions
We reserve the right to change, modify, or remove the contents of the Site and App at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site and App. We also reserve the right to modify or discontinue all or part of the Site and App without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Site and App. We cannot guarantee the Site and App will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site and App, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Site and App at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Site and App during any downtime or discontinuance of the Site and App. Nothing in these Terms of Use will be construed to obligate us to maintain and support the Site and App or to supply any corrections, updates, or releases in connection therewith.
Governing Law
These Terms of Use and your use of the Site and App are governed by and construed in accordance with the laws of the State of Washington applicable to agreements made and to be entirely performed within the State of Washington, without regard to its conflict of law principles.
Dispute Resolution
Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of Use (each a "Dispute" and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.
Binding Arbitration
If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved through binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA") and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes ("AAA Consumer Rules"), both of which are available at the AAA website: www.adr.org. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in King, Washington. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. If for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be commenced or prosecuted in the state and federal courts located in King, Washington, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) is excluded from these Terms of Use. In no event shall any Dispute brought by either Party related in any way to the Site and App be commenced more than one (1) years after the cause of action arose. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable, and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
Restrictions
The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
Corrections
There may be information on the Site and App that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site and App at any time, without prior notice.
Disclaimer
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
Limitations of Liability
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO $1,000.00 USD. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
Indemnification
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your Contributions; (2) use of the Site and App; (3) breach of these Terms of Use; (4) any breach of your representations and warranties set forth in these Terms of Use; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Site and App with whom you connected via the Site and App. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
User Data
We will maintain certain data that you transmit to the Site and App for the purpose of managing the performance of the Site and App, as well as data relating to your use of the Site and App. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Site and App. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
Electronic Communications, Transactions, and Signatures
Visiting the Site and App, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site and App, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
California Users and Residents
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
Miscellaneous
These Terms of Use and any policies or operating rules posted by us on the Site and App or in respect to the Site and App constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. These Terms of Use operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms of Use or use of the Site and App. You agree that these Terms of Use will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to execute these Terms of Use.
Contact Us
In order to resolve a complaint regarding the Site and App or to receive further information regarding use of the Site and App, please contact us at: Neutrino, Inc. 9208 20th Ave NE Seattle, WA 98115 United States Phone: 206-508-4417 info@neutrinoinc.com
LiveBy Terms of Service
Effective Date: November 1, 2025
Defined Terms "Partner": A third-party entity (e.g., brokerage, CRM, or technology platform) that has entered into a separate agreement with LiveBy to sponsor access to the Services for its users. "Sponsored User": A user who accesses the Services through a Partner’s sponsorship, without a direct paid subscription to LiveBy. "Sponsored Access": Limited, non-transferable access to certain features of the Services (as defined by the Partner agreement), provided at no direct cost to the Sponsored User. "Partner Integration": Authorized use of LiveBy data (e.g., reports, insights, images) within a Partner’s platform or application, subject to these Terms and the Partner’s agreement with LiveBy. These Terms of Service ("Terms") govern your access to and use of the LiveBy Local web application, website, and related services (collectively, the "Services"), provided by LiveBy, Inc. ("LiveBy," "we," "us," or "our"). By registering for an account, accessing, or using the Services (including during any 14-day trial period), you agree to be bound by these Terms. If you are using the Services on behalf of a brokerage or other entity, you represent that you have the authority to bind that entity to these Terms. If you do not agree, do not use the Services. We may update these Terms from time to time. We will post the updated Terms on our website and notify you via email or in-app notice. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the updated Terms.
1. Introduction & Acceptance
The Services include a web app for generating and sending aggregate MLS data reports (which may include listings, pictures, AVM, and list prices), market updates via email, user content management, and integrations with third-party applications for marketing purposes and automation of data entry for agents' or brokerages' own listings. The Services are designed for licensed real estate professionals to facilitate geographic-specific market insights and client communications. Acceptance: By creating an account, subscribing (including starting a 14-day trial), or otherwise using the Services, you agree to these Terms, our Privacy Policy (incorporated by reference), and any additional terms specific to certain features. Eligibility: To use the Services, you must be at least 18 years old and a licensed real estate professional (e.g., agent or broker) in good standing with one or more Multiple Listing Services (MLS) and applicable state or provincial licensing authorities in the United States or Canada. You must provide valid MLS affiliations and MLS # during registration, and we may verify your status. Unlicensed individuals or entities are prohibited from using the Services. Partner-Sponsored Access: If you access the Services as a Sponsored User through a Partner, you are granted Sponsored Access under these Terms. Your use is subject to both: (a) these Terms, and (b) the agreement between LiveBy and your Partner. Sponsored Access is limited and does not include full subscription features (e.g., email scheduling, custom branding, or data export) unless you individually subscribe. Partners may terminate Sponsored Access at any time, and LiveBy may suspend it without notice if the Partner agreement ends or is breached.
2. Services & License
Grant:
Paid Subscribers: Subject to payment and compliance, you receive a limited, non-exclusive, revocable license to use all features of the Services for your real estate business.
Sponsored Users: You receive Sponsored Access — a restricted license to view and use LiveBy data only within the Partner’s platform or as authorized by the Partner. You may not export, download, or redistribute data outside the Partner Integration unless you upgrade to a paid subscription.
Partner Integrations: LiveBy data (including reports, images, and insights) may be displayed or used within a Partner’s application with attribution (e.g., “Powered by LiveBy”). All use must comply with MLS rules, these Terms, and the Partner agreement. You remain responsible for obtaining consents from your clients/subscribers for any data displayed or shared via the Partner Integration.
Features: The Services use aggregated MLS data to provide geographically specific insights. AI functionality is limited to summarizing returned market report data and is not trained on user data, MLS data, or other sources. Integrations with third-party applications are for marketing and automation of your own data only. Availability: The Services are provided "as is" and "as available," without guarantees of uninterrupted access. We may perform maintenance, updates, or modifications that could cause temporary downtime. We reserve the right to modify, suspend, or discontinue any part of the Services at any time with reasonable notice, except in emergencies. Trial: New users may access a 14-day free trial. At the end of the trial, your account will automatically convert to a paid subscription unless you cancel via your account settings. No refunds for partial periods.
3. User Obligations & Compliance
Account: You must provide accurate and complete information during registration, including your email, phone number, social media links, brokerage affiliation, MLS affiliations, MLS #, and website. You are responsible for maintaining the security of your account credentials and notifying us immediately of any unauthorized access or breaches. You must update your information promptly if it changes. MLS/IDX/VOW: You represent and warrant that you maintain an active membership in good standing with your MLS(s) at all times. You agree to comply with all applicable MLS rules, bylaws, and policies. We enforce MLS display rules through our licensed feeds; you may use the data for marketing purposes only, not for IDX displays. You indemnify us against any claims arising from your MLS violations, including fines or suspensions. Data/Content: You own and are responsible for all content you submit, upload, or generate through the Services (collectively, "User Content"), including subscriber/lead contact information (first/last name, email), images, market insights, and any other user-provided data. You represent and warrant that you have all necessary rights, consents, and permissions to submit User Content, including obtaining explicit consents from subscribers for any sharing, distribution, or use as described herein. By submitting User Content, you grant us a worldwide, royalty-free, non-exclusive, sublicensable license to host, store, summarize (via AI), reproduce, modify, distribute, display, and otherwise use User Content during the term of these Terms for: (a) providing and improving the Services; (b) additional functionality, such as integration into agent insights features with appropriate attribution to you; (c) distribution through our platforms or affiliated services (with attribution); and (d) productizing the information, including creating derived works, aggregated datasets, or new features based on User Content. This license includes explicit access to and use of any images and insights you provide. Upon termination of your account or these Terms (as detailed in Section 7), this license ends, and we will cease any public use or display of your identifiable User Content. However, we may retain and continue to use anonymized, aggregated forms of User Content (without identifying you, your subscribers, or any individuals) for purposes such as AI-generated summaries, overviews of geo-specific areas, or general service improvements, as described in Section 5. You must obtain all necessary consents from subscribers and third parties for the collection, sharing, and use of their data, including for emails, reports, and any productized features. We retain historical email campaign data (e.g., sends, clicks, opens) for service delivery, improvements, and the aggregated uses outlined above. Communications: The Services support email communications only (no SMS or voice calls). Emails are limited to scheduled market updates (once, weekly, monthly, or quarterly) sent on your behalf to subscribers you have added.
Emails Sent Through Our System: We automatically include required CAN-SPAM Act elements (accurate headers, our physical address, and a functional unsubscribe link) and honor all opt-outs within 10 business days. You remain responsible for ensuring the content of each email complies with applicable laws.
Reports or Updates Sent Outside Our System: If you export, download, or otherwise distribute market reports, insights, images, or any data from the Services via your own email systems, third-party tools, or manual methods (collectively, “External Distributions”), you are solely and exclusively responsible for full compliance with:
The U.S. CAN-SPAM Act (16 C.F.R. Part 316), including but not limited to accurate subject lines, valid physical postal address of the sender, functioning opt-out mechanism, and honoring opt-out requests within 10 business days;
Canada’s Anti-Spam Legislation (CASL), requiring express or implied consent from each recipient, clear identification of the sender, and an unsubscribe mechanism; and
PIPEDA (for Canadian recipients), including obtaining meaningful consent and implementing appropriate safeguards for personal information.
You represent and warrant that you have obtained and will maintain valid, documented consent from every recipient prior to any External Distribution. You are solely responsible for all subscriber consents, opt-in records, opt-out processing, and any claims, fines, or liabilities arising from unsolicited communications or non-compliance in External Distributions. We provide no compliance tools or guarantees for External Distributions and disclaim all liability related thereto. You must indemnify, defend, and hold us harmless from any claims, damages, or penalties resulting from your External Distributions. Partner & Sponsored User Responsibilities:
Sponsored Users must comply with all obligations in Section 3, including MLS good standing, data consents, and prohibited uses, even with limited access.
Partners are responsible for: (i) ensuring their users comply with these Terms; (ii) obtaining necessary consents for data use in Partner Integrations; and (iii) indemnifying LiveBy for claims arising from their users’ actions.
Data in Partner Integrations: If you access LiveBy data via a Partner, you may not modify, scrape, or redistribute it beyond the Partner’s authorized interface. All external use (e.g., in marketing materials) requires a paid subscription.
Prohibited Uses: You may not: (a) use the Services for scraping, unauthorized data sharing, or reverse engineering; (b) engage in discriminatory practices, such as violations of the Fair Housing Act; (c) upload harmful content (e.g., viruses, malware); (d) impersonate others or spam; (e) use the Services for non-real estate purposes; or (f) violate any laws, including U.S. real estate regulations or PIPEDA for Canadian data. We may monitor usage and suspend access for violations. General Compliance: You agree to comply with all applicable laws in your jurisdiction (primarily U.S., with accommodations for Canadian markets, which lack sold data and thus limit certain features).
4. Fees & Payments
Structure: Access to the Services requires a paid subscription after the 14-day trial. Fees are non-refundable except as required by law. Brokerages may enter separate agreements for multiple users; individual users may upgrade features at their discretion. Processing: Payments are processed via Stripe. By providing payment information, you agree to Stripe's Services Agreement (available at https://stripe.com/legal) and authorize us to charge your method for all fees. You represent that your use of Stripe is for legitimate business purposes, and you will provide accurate information and comply with PCI-DSS standards. We are not responsible for any issues with Stripe, including disputes or unauthorized charges. Billing & Duration: Subscriptions are monthly and auto-renew on the same date each month unless you cancel through Subscription Management in your account settings. Cancellation is effective at the end of the current billing cycle, no pro-rata refunds will be granted. You may cancel at any time; no 30-day advance notice is required. Partner-Sponsored Billing: If you are a Sponsored User, your Partner pays LiveBy on your behalf. You are not billed directly, but your access depends on the Partner’s active agreement and payment status. If the Partner stops payment or terminates its agreement, your Sponsored Access ends immediately with no refund or data export window. To continue access, you must individually subscribe via Stripe.
5. Intellectual Property & Data Rights
Ownership: We own all rights to the Services, including the platform, AI summarization tools, aggregate insights, and any derivatives. You own your submitted content and data, subject to the license granted herein. License: You grant us a perpetual, irrevocable license to use any feedback or suggestions you provide. We may use anonymized, aggregated data (e.g., from email metrics or reports) for improving the Services, without identifying you or your subscribers. Restrictions: You may not copy, modify, distribute, or create derivative works from the Services without our written consent.
6. Disclaimers & Liability
As-Is: THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR TIMELINESS OF MLS DATA OR REPORTS—YOU MUST VERIFY ALL INFORMATION INDEPENDENTLY. Limitation: OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM THESE TERMS OR THE SERVICES IS LIMITED TO THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM. WE ARE NOT LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY. Indemnification: You agree to indemnify, defend, and hold harmless LiveBy, its affiliates, and Stripe from any claims, losses, or expenses (including attorneys' fees) arising from: (a) your violation of these Terms or applicable laws; (b) your MLS or content-related issues; (c) data breaches caused by your negligence; or (d) claims from your subscribers or third parties related to consents or communications.
7. Term & Termination
Term: These Terms remain in effect as long as you have an active account (paid or Sponsored). User Cancellation (Paid Subscribers): You may cancel your paid subscription at any time via Subscription Management. Cancellation takes effect at the end of your current monthly billing cycle. Access and data become inaccessible immediately after — export your data before canceling. Sponsored User Access Termination:
By Partner: Your Partner may terminate your Sponsored Access at any time.
By LiveBy: We may end Sponsored Access immediately if: (i) the Partner agreement ends; (ii) the Partner fails to pay; (iii) you breach these Terms; or (iv) required by law.
No Export Window: Sponsored Users have no post-termination data access or export rights. Data is retained only as anonymized aggregates per Section 5 and the Privacy Policy.
LiveBy-Initiated Termination (All Users): We may immediately suspend or terminate any access (paid or Sponsored) without refund for cause, including non-payment, MLS violations, or prohibited use. Data After Termination:
Paid Subscribers: Must export data before cycle end.
Sponsored Users: No access post-termination.
All data may be deleted per our retention policy. Anonymized aggregates may be retained for AI, geo-insights, or productization.
Surviving Provisions: IP, indemnification, disclaimers, liability limits, and data licenses (for anonymized aggregates) survive. Term: These Terms remain in effect as long as you maintain an active paid subscription. User Cancellation & Termination Timing: You may terminate your subscription at any time by canceling through Subscription Management in the app. Termination takes effect at the end of your current monthly billing cycle. Upon cancellation:
Your access to the Services will be suspended immediately at the end of the billing cycle.
You will no longer have access to your account, data, reports, subscriber lists, email metrics, or any other content starting the first day after the cycle ends.
You are solely responsible for exporting any data you wish to retain prior to the end of your billing cycle. We do not provide post-termination access or data retrieval.
LiveBy-Initiated Termination or Suspension: We may immediately suspend or terminate your access without refund for:
Non-payment;
Breach of these Terms (e.g., MLS violations, prohibited uses, failure to maintain good standing);
Legal or regulatory requirements; or
Abuse of the Services.
In such cases, access is revoked immediately, and no data export window is provided. Data After Termination: Following termination (whether by you or us), all account data may be permanently deleted in accordance with our standard data retention and deletion policies (see Privacy Policy). We are not obligated to retain, return, or restore any data after your final billing cycle ends. Surviving Provisions: Sections concerning ownership, indemnification, disclaimers, liability limitations, data licenses (for anonymized aggregates), and governing law survive termination.
8. General
Governing Law: These Terms are governed by the laws of the State of Texas, without regard to conflict of laws principles. Any disputes will be resolved through binding arbitration in Texas under AAA rules, except for small claims or injunctive relief. For Canadian users, PIPEDA considerations apply to data handling. Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and us, superseding any prior agreements. Severability: If any provision is held invalid, the remainder remains in effect. Contact: For questions, contact us at support@liveby.com.
