CONDOCafé

CONDOCafé TERMS OF SERVICE – United States and Canada

 

UNITED STATES CONDOCafé TERMS OF SERVICE

 

Welcome to CONDOCafé! These Terms of Service (these “Terms” or the “Agreement”) apply to persons or entities in the United States who access the CONDOCafé websites or related downloadable mobile applications (collectively, the “Site”), including without limitation purchasers and potential purchasers (collectively, with all persons or entities who access the Site, “Users”, “you” or “your”).

 

Through the Site, CONDOCafé provides access to a variety of information, documentation and functionality to Users, including the ability to access condominium status and other related documentation available in accordance with applicable international, national, federal, state, provincial, or local laws or regulations (collectively, the “Services”).

 

The Site is owned and operated by Yardi Systems, Inc. (collectively, with its subsidiaries and affiliates, “Yardi”, “we”, “us” or “our”). Since 1982, Yardi has been dedicated to the design, development, and support of property management software. Throughout these Terms, all references to the Site and to “CONDOCafé” shall include the websites of affiliates and subsidiaries of Yardi that are involved with the operation of the Site or the provision of the Services.

 

IMPORTANT – PLEASE READ CAREFULLY.  THESE TERMS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND YARDI.  THIS AGREEMENT ALONG WITH ANY OTHER TERMS THAT MAY BE POSTED ON THE SITE WITH RESPECT TO CONDOCAFÉ PRODUCTS AND SERVICES, AND ANY OTHER WRITTEN AGREEMENTS OR CONTRACTS BETWEEN YOU AND YARDI THAT INCORPORATE THESE TERMS BY REFERENCE, SET FORTH THE COMPLETE TERMS AND CONDITIONS UNDER WHICH YOU MAY ACCESS AND USE THE SITE AND THE SERVICES.  IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE THE SITE OR THE SERVICES.

 

1.         YOUR ACCEPTANCE.  Yardi is pleased to provide the Site and the Services conditioned upon your acceptance, and we hope that you will find the Site informative and useful.  BY USING THE SITE, YOU EXPRESSLY ACCEPT AND CONSENT TO THESE TERMS WITHOUT QUALIFICATION. YARDI MAY AMEND THESE TERMS FROM TIME TO TIME.  SHOULD THESE TERMS BE MODIFIED IN ANY WAY, THE NEW TERMS WILL BE POSTED TO THIS WEBPAGE.  BY USING THE SITE AFTER THE EFFECTIVE DATE OF ANY MODIFICATION TO THESE TERMS, YOU EXPRESSLY CONSENT, WITHOUT QUALIFICATION, TO THE MODIFIED TERMS.

 

2.         YARDI IS NOT A PARTY TO THE TRANSACTIONS.

2.1       The Site serves as a platform for providing Users with the Services, including access to documentation and status certificates.  Yardi does not own or manage the properties for which the Services are provided and Yardi is not involved in any transactions between Users and property managers and/or owners other than providing the Services.  AS A RESULT, YARDI SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR INFORMATION OR THE CONTENTS OF ANY DOCUMENTS, INCLUDING STATUS CERTIFICATES, OR FOR ANY OTHER INTERACTIONS BETWEEN USERS AND PROPERTY MANAGERS OR OWNERS THROUGH THE SITE.

 

2.2       You are responsible for how you use the Site, and Yardi encourages anyone who accesses the Site, including Users, to exercise sound judgment when entering into property transactions.  IN THE EVENT THAT YOU HAVE A DISPUTE WITH A PROPERTY MANAGER OR OWNER, YOU RELEASE YARDI FROM ANY CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.

 

3.         ACCESS TO AND USE OF THE SITE.

3.1       Yardi provides you with certain information and functionality through the Site. You are solely responsible for providing all equipment necessary to establish a connection to the Internet, access to the Internet, and any telephone, wireless or other connection and service fees associated with such access.

 

3.2       Yardi has the right, but not the obligation, to take any of the following actions without providing any prior notice to you: (a) change or terminate all or any part of the Site or the Services; (b) restrict or terminate your access to all or any part of the Site or the Services; or (c) refuse, move, or remove any content that is available on the Site and any material that you submit to the Site.

 

3.3       Subject to your compliance with these Terms, Yardi hereby grants you permission to access and use the Site and the Services, provided that you shall not (and shall not allow any third party to): (a) engage in commercial use of the Site or any content on the Site; (b) reproduce, copy, display, store, perform, re-post, publish, transmit, distribute, sell, offer for sale, license, modify, create derivative works, or otherwise use any portion of the content offered on the Site for other than your own personal, non-commercial use; (c) remove any copyright, trademark or other proprietary rights notices contained in or on the Site or Service or in or on any content or other material obtained via the Site or the Services; (d) use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Site or the Services, including, but not limited to, for purposes of constructing or populating a searchable database of business or property reviews; (e) collect or harvest any information about other users or members (including usernames and/or email addresses) for any purpose; (f) reformat or frame any portion of the web pages that are part of the Site or the Services; (g) create user accounts by automated means or under false, misleading or fraudulent pretenses; (h) create or transmit unwanted electronic communications such as “spam” to other users or members of the Site or the Services or otherwise interfere with other users’ or members’ enjoyment of the Site or the Services; (i) transmit any viruses, worms, defects, Trojan horses or other items of a destructive nature; (j) use the Site or the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material, including any material that may be deemed threatening or obscene; (k) copy or modify the HTML code used to generate web pages on the Site; (l) use any device, software or procedure that interferes with the proper working of the Site or the Services, or otherwise attempt to interfere with the proper working of the Site or the Services; (m) take any action that imposes, or may impose in Yardi’s sole discretion, an unreasonable or disproportionately large load on our IT infrastructure; (n) modify, adapt, translate, or reverse engineer any portion of the Site or the Services; or (o) use the Site or the Services, intentionally or unintentionally, to violate any applicable international, national, federal, state, provincial, or local law or regulation, including Fair Housing laws.

 

4.         CONTENT. Yardi has no responsibility or duty to review, approve or pre-screen any information or content related to the Services, including status certificates, and Yardi is not responsible for such information or content. You understand that the Services, including all status certificates transmitted through or in connection with the Service (the “User Content”) are the sole responsibility of the property manager, owner, entity, or person from whom such User Content originated. YARDI DISCLAIMS ANY AND ALL LIABILITY RELATING TO THE USER CONTENT. YARDI DOES NOT GUARANTEE, AND YOU SHALL NOT HOLD YARDI RESPONSIBLE FOR, THE USER CONTENT (INCLUDING THE ACCURACY OR TRUTH OF SUCH USER CONTENT). YOU AGREE THAT YOU BEAR SOLE RESPONSIBILITY FOR EVALUATING, AND ARE SOLELY RESPONSIBLE FOR ALL RISKS ASSOCIATED WITH, THE USE OF ANY USER CONTENT, AND THAT UNDER NO CIRCUMSTANCES WILL YARDI BE LIABLE FOR ANY USER CONTENT OR FOR ANY DAMAGE OR LOSS OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY USER CONTENT.

          

5.         ADDITIONAL REQUIREMENTS. The Services may be subject to additional guidelines, technical and non-technical specifications, and other requirements, rules, or policies that are not set forth in these Terms, and may be posted on the Site or the applicable screens or page(s) throughout the Site. All such additional guidelines and specifications are hereby incorporated by reference into these Terms. In the event of a conflict between such additional guidelines and specifications and these Terms, the terms of such additional guidelines and specifications shall take precedence.

 

6.         MODIFICATIONS.  Yardi may modify or update these Terms from time to time, in its sole discretion, and reserves the right at any time and from time to time to modify, suspend or discontinue, temporarily or permanently, the Site or any part thereof, or any or all of the Services, or any Site features, with or without notice and without liability to you. You agree that Yardi has no responsibility or liability for the failure of the Site and the deletion of other content maintained or transmitted by the Site. You further agree that Yardi shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site. Modifications to these Terms, including but not limited to any Yardi Requirements, will be posted on the relevant area of the Site and will be effective immediately upon posting. You can review the most current version of the Terms at any time by clicking on the “Terms of Service” link located on webpages throughout the Site. You agree to review the Terms from time to time to ensure you are updated as to any modifications. By continuing to use the Site or Services following any such modification, you accept and agree to be bound by such modifications.  IF ANY MODIFICATION IS NOT ACCEPTABLE TO YOU, YOUR SOLE AND EXCLUSIVE REMEDY AND RECOURSE IS TO DISCONTINUE USE OF THE SITE AND THE SERVICES.

 

7.         ACCOUNT REGISTRATION AND USE. In order to use certain features of the Site or the Services, you will have to register and create a password-protected account (“Your Account”) and/or submit property listings, lease agreements, rental terms, postings, messages, text, images, photos, files, video, and other information, materials or documents (collectively, “Information and Material”).

 

7.1       Your Account. You agree to: (a) provide true, accurate, current, and complete information as prompted by the registration form; and (b) maintain and update such information to keep it true, accurate, current, and complete at all times. Yardi reserves the right to delete Your Account and refuse any and all current or future use of the Site (or any portion thereof) without notice if you are found to have misrepresented your age, identity, or any other information submitted in connection with Your Account or if Yardi has reasonable grounds to suspect that such information is untrue, inaccurate, incomplete or not current. You are responsible for maintaining the confidentiality of your password, your email address and Your Account, and are fully responsible for all activities that occur under your password and Your Account. You agree to: (i) immediately notify Yardi of any unauthorized use of your password or account, or any other breach of security, (ii) immediately change your password if you become aware that Your Account has been compromised, (iii) ensure that you fully exit from Your Account at the end of each session. You agree and acknowledge that you will not allow others to utilize Your Account and that you will not disclose your CONDOCafé password to anyone. You will be solely responsible for safeguarding your password and also for any actions under your password and Account, whether authorized by you or not. If you lose control of your password, you may lose substantial control of your personal information and could potentially be subject to legally binding actions taken on your behalf. You further agree not to use anyone else’s password on the Site or attempt to gain access to the CONDOCafé account of any other user. YARDI CANNOT AND WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO COMPLY WITH THIS SECTION.

 

7.2       Privacy Policy and Your Information and Material. By submitting Information and Material and in order for Yardi to provide you with the Services, you hereby consent to Yardi’s use and sharing of your Information and Material as described in the applicable CONDOCafé Privacy Policy, which is incorporated into these Terms by this reference.  The CONDOCafé Privacy Policy can be accessed by clicking on the “Privacy Policy” link located on webpages throughout the Site.  In the event of a conflict between the applicable Privacy Policy and these Terms, the Privacy Policy shall take precedence.  In addition, you hereby represent and warrant that your Information and Materials: (a) do not and will not, directly or indirectly, violate, infringe or breach any duty toward or rights of any person or entity, including without limitation any Fair Housing, copyright, trademark, service mark, trade secret, other intellectual property, publicity or privacy right; (b) are not fraudulent, misleading, hateful, tortious, defamatory, slanderous, libelous, abusive, violent, threatening, profane, vulgar or obscene; (c) do not harass others, promote bigotry, racism, hatred or harm against any individual or group, promote discrimination based on race, sex, religion, nationality, sexual orientation or age, or otherwise interfere with another party’s use of the Site or the Services; (d) do not promote illegal or harmful activities; and (e) are not illegal, unlawful or contrary to the international, national, federal, state, provincial, or local laws or regulations applicable to the User Materials where created, displayed or accessed.

 

7.3       Communications. Although Yardi provides a platform through the Site and the Services through which Users may communicate with various other users, property managers, owners, advertisers, or other persons or entities (collectively, a “third-party”) (the “communications”), Yardi is not involved in those third-party communications and is not responsible or liable under any circumstances for the content of any third-party communications, or for any absence of communications by a third-party.  The contents of such third-party communications are determined solely by the third-party responsible for the communications, and not Yardi. Yardi is only responsible for the content of information issued directly by Yardi. You acknowledge and agree that you will address any issues or concerns about third-party communications with the responsible third-party by contacting said third-party directly and not Yardi. Yardi shall not become involved in any matters pertaining to third-party communications except where the issue is solely attributable to a malfunction or error occurring on the Site or in connection with the Services.

 

7.4       Payments. Except as expressly provided below, any payments you submit through the Site, are for services provided by a property manager, owner or a party other than Yardi. Yardi is not involved in, is not liable for, and is not a party to those transactions even though Yardi provides a platform through the Site and the Services through which you may submit payments to various third parties and Yardi may receive a portion of such payments made through the Site. The total payment amounts required for those transactions are determined solely by you and any other party with whom you are entering into an agreement, and not by Yardi. You acknowledge that you will address any discrepancies, issues or concerns with such payments by contacting the other party directly, rather than Yardi. Yardi shall not be involved in such issues except where the issue is solely attributable to a malfunction or error occurring on the Site or in connection with the Services. However, Users may take advantage of certain Services that have a charge associated with them that is imposed by Yardi or other third-party, which may or may not be a subsidiary or affiliate of Yardi. Yardi or such other company may collect these fees directly from Users as provided by the Site or the Services.

 

7.5       Credit Cards. The terms and conditions of the CONDOCafé Credit Card Policy are incorporated herein by reference and apply to the processing of your credit card payment.  In the event of a conflict between these Terms and those in the CONDOCafé Credit Card Policy, the terms of the CONDOCafé Credit Card Policy shall take precedence.

 

8.         YARDI’S RIGHTS. You acknowledge that Yardi has the right to investigate and prosecute violations of these Terms, including intellectual property, publicity and privacy rights infringement and Site security issues, to the fullest extent of the law. Yardi may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Yardi has no obligation to monitor your access to or use of the Site or the  Services, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

 

9.         SITE CONTENT GENERALLY. It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all opinions, advice, statements, representations, services, and other information provided through the Site. Yardi does not endorse or represent the reliability, accuracy or quality of any information, goods, services or products displayed or advertised on the Site. We make no representations or warranties, express or implied, with respect to the information provided on this Site.

 

10.       THIRD-PARTY LINKS, PRODUCTS AND SERVICES.

10.1     Third Party Websites and Services. The Site may contain links to third-party websites or resources, including, but not limited to, sites with information about specific units. Third-party links are included solely for the convenience of users, and do not constitute any endorsement or approval by Yardi of the organizations sponsoring these sites or their products or services. We make no representations or warranties, express or implied, with respect to the information provided on this Site or any third-party website or service which may be accessed by a link from this Site, including any representations or warranties as to accuracy or completeness. Because Yardi has no control over third-party websites, resources or services, you acknowledge and agree that Yardi is not responsible or liable for, and does not endorse, the availability, accuracy, completeness or authenticity of information available through such websites, resources or services, your use or your exchange of any information with such websites or services, or the content, statements, representations, advertising, products, properties, services or other materials available on such third-party sites. You acknowledge and agree that Yardi shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused in connection with your use or reliance on any such content, information, goods, or services available on or through any such site or resource. If you decide to access any such third-party websites, resources or services, or to transact with such third party for their products, properties or services, you do so entirely at your own risk. By leaving this Site, you may be subject to the terms and conditions and the privacy policies of such third party websites. You acknowledge and understand that Yardi does not (a) provide legal, brokerage or other professional advice or services to any purchasers who use this Site or the Services, or (b) participate in any negotiations with respect to transactions between third parties.

 

10.2     Google® Maps. The Site utilizes Google Maps and related content licensed to Yardi by Google and its licensors. By using the Google Maps features available on the Site, you are agreeing to be bound by the applicable policies, terms and conditions of Google.

 

11.       OWNERSHIP. You acknowledge and agree that the Site and the Services use and contain content, information and proprietary and confidential technology owned by or licensed to Yardi, and protected by applicable intellectual property and other laws and international treaties (collectively, “Yardi Content”). The Yardi Content displayed on or through the Site and Services includes, without limitation, information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials is copyrighted by Yardi and its licensors under United States and international copyright laws. All rights reserved. You agree not to reproduce, copy, display, store, perform, re-post, publish, transmit, distribute, sell, offer for sale, license, modify, create derivative works, or otherwise use or exploit for any commercial purposes any or all of the Yardi Content, the Site or access to the Site in any way without the prior written permission of Yardi. All content on the Site that is not Yardi Content is the property and responsibility of other parties. You must abide by all copyright notices, information, or restrictions contained in or attached to any Yardi Content. CONDOCafé, the CONDOCafé logo, YARDI, the Yardi logo and all other registered and unregistered marks used in connection with the Site and the Services (the “Yardi Marks”) are trademarks, trade names, or service marks of Yardi unless otherwise indicated. You are not authorized to use or display the Yardi Marks, without the prior express written permission of Yardi. Ownership of all Yardi Marks and the goodwill associated therewith remains with Yardi. All other trademarks are the property of their respective owners.

 

12.       INDEMNITY. You agree to indemnify, defend and hold Yardi and its officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries and relevant third parties including advertisers, distribution partners, referral partners, service providers, licensors, licensees, consultants and contractors (collectively the “Yardi Indemnified Parties”) harmless from and against any claims, liabilities, losses, costs, damages or expenses including reasonable attorneys’ fees and costs, directly or indirectly, arising out of or in any way relating to: (a) your negligence or misconduct; (b) your Information and Material contributed to or submitted through the Site or the Services, including without limitation information associated with Your Account; (c) your conduct, including your use of the Site and the Services; (d) your connection to the Site; (e) any violation or breach of these Terms; or (f) any violation or infringement of any intellectual property, privacy, publicity, confidentiality or proprietary rights of any third-party as a result of your use of the Site or Services (collectively, the “Claims”). You are solely responsible for defending any such Claims, and for payment of losses, costs, damages or expenses resulting from the foregoing to both a third party and to the Yardi Indemnified Parties. Yardi shall have the right, in its sole discretion, to select its own legal counsel to defend Yardi from any Claims (but by doing so shall not excuse your indemnity obligations) and you shall be solely responsible for the payment of all of Yardi’s reasonable attorneys’ fees incurred in connection therewith. You shall notify Yardi immediately if you become aware of any actual or potential claims, suits, actions, allegations or charges that could affect your or Yardi’s ability to fully perform their respective duties or to exercise its rights under these Terms. You shall not, without the prior written approval of Yardi, settle, dispose or enter into any proposed settlement or resolution of any Claim (whether having been finally adjudicated or otherwise) brought against you, if such settlement or resolution results in any obligation or liability for Yardi.

 

13.       DISCLAIMER OF WARRANTIES.  YOU EXPRESSLY UNDERSTAND AND AGREE:

13.1     YOUR USE OF THE SITE AND THE SERVICES IS AT YOUR SOLE RISK. THE SITE AND THE SERVICES AND ALL OTHER MATERIALS, INFORMATION, PRODUCTS, AND SERVICES INCLUDED THEREIN, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. WITH RESPECT TO THE SITE AND INFORMATION AND MATERIAL IN THE SITE, YARDI AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING OR COURSE OF PERFORMANCE.

 

13.2     Yardi and its licensors make no REPRESENTATION OR warranty: (A) regarding the security, accuracy, reliability, completeness, timeliness and performance of the Site or THE ServiceS; (B) regarding the Services, advice, information or links obtained through the Site; (C) that the SITE OR THE Services, or any information and materials therein, will meet Your requirements; (D) that the SITE OR THE Services, or any functions contained in the Site, will be error-free, secure, timely, or uninterrupted; (E) THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR INFORMATION AND MATERIALS THEREIN WILL BE ACCURATE, RELIABLE, OR AVAILABLE, (F) THAT ANY ERRORS IN THE SITE OR INFORMATION OR MATERIALS THEREIN WILL BE CORRECTED; OR (G) THAT THE SITE AND ITS CONTENTS AND SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF ANY VIRUSES OR OTHER HARMFUL COMPONENTS.

 

13.3     ANY MATERIAL, INFORMATION, PRODUCTS OR SERVICES DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

 

13.4     No advice or information, whether oral or written, obtained by You from Yardi or from Your use of the Site or Services, shall create any REPRESENTATION OR warranty not expressly stated in these Terms.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS OR WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

14.       LIMITATION OF LIABILITY.

14.1     Yardi and its officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries and relevant third parties including advertisers, distribution partners, referral partners, service providers, licensors, licensees, consultants and contractors (COLLECTIVELY THE “YARDI ENTITIES”) WILL NOT BE LIABLE FOR:

 

(A)       ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING LOSS OF USE, DATA OR PROFITS, COST OF PROCURING SUBSTITUTE PRODUCTS OR BUSINESS INTERRUPTION), WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR ACCESS AND USE OF OR INABILITY TO ACCESS OR USE THE SITE AND/ OR ANY CONDOCAFÉ SERVICE, ANY MATERIALS AVAILABLE TO YOU FROM OR THROUGH THE SITE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT THE YARDI PARTIES, OR ANY OF THEM, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;

 

(B)       THE CONTENTS OF ANY COMMUNICATION, MESSAGE, OR INFORMATION POSTED BY YOU OR OTHER THIRD PARTIES;

 

(C)       the content, services or information provided by any website purporting to be operated by Yardi or its affiliates, but not actually affiliated with, controlled, owned, or operated by Yardi;

 

(D)       the content of any website not controlled, owned, or operated by Yardi that is accessed from or linked to this Site; and/OR

 

(E)       any damages or injury caused by, including but not limited to, any failure of performance, error, omission, interruption, defect, delay in operation of transmission, computer virus, or line failure.

 

14.2     You acknowledge that the limitations set forth above are an essential basis of the bargain and of the allocation of risks between the parties. Some states or jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you. If you are dissatisfied with any portion of the Site, or with any of these Terms, your sole and exclusive remedy is to discontinue use of the Site and Services.

 

15.       ENFORCEMENT. Yardi does not assume responsibility to you or others for any failure by Yardi to enforce the provisions contained in the Terms.

 

16.       TERMINATION. You agree that Yardi, in our sole discretion and with or without notice, may terminate your use of the Site or any part thereof, or any or all of the Services, for any reason, including without limitation, for lack of use by you or if Yardi believes that you have violated or acted inconsistently with the letter or spirit of the Terms. Yardi may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, or any or all of the Services with or without notice. You agree that any termination of your access to the Site under any provision of the Terms may be effected without prior notice, and acknowledge and agree that Yardi may immediately bar any further access to the Site. Further, you agree that Yardi shall not be liable to you or any third party for any termination of your access to the Site or the Services.

 

17.       AUTHORITY. You hereby represent and warrant to Yardi that: (a) you have all the requisite power and authority, corporate or otherwise, to enter into the binding contract created by these Terms, conduct yourself and your business and to execute, deliver, and perform all of your obligations under this Agreement; (b) you have the right to submit and use your Information and Material in the manner you have done so to or through the Site and/or through Your Account; (c) you have the right to grant the licenses granted under these Terms; (d) your performance under these Terms and/or the rights granted herein do not and will not conflict with or result in a breach or violation of any of the terms or provisions, or constitute a default under any contract or agreement, to which you are currently bound or will become bound in the future; and (e) your performance under these Terms will comply with all applicable laws, rules and regulations (including, without limitation, export control, privacy and obscenity laws), domestic or foreign.

 

18.       STATUS CERTIFICATE DEADLINE.

18.1     Site Availability for Deadlines.  Where Users require an electronic status certificate by a statutorily prescribed deadline, Yardi shall be required to use commercially reasonable efforts to make the Site available so as to allow Users to access and download an electronic form of said status certificate and components by such deadline. This obligation shall be conditioned upon the following: (a) the User accurately disclosing to Yardi the date of the request; and (b) the User accurately calculating the deadline in accordance with any relevant statutory requirements and advising Yardi of that deadline in writing.

 

18.2     Qualification on Availability. Notwithstanding Section 19.1, above, and in addition to any other disclaimer provided herein, Yardi in no way represents, warrants or guarantees that the Site will be available to allow the User to download a status certificate within any deadline or time period. In addition, Yardi in no way assumes any obligation on the part of any property manager or owner to provide the status certificate within any prescribed deadline, and hereby disclaims any liability for any property manager or owner who fails to deliver a status certificate because such User relied solely on the Site. If the Site is unavailable it is the User’s sole responsibility to request, generate and deliver a status certificate by some other means.

 

18.3    Effective Date of the Request. The request for a status certificate shall not be deemed to be made until the User’s credit card payment has been processed in accordance with the CONDOCafé Credit Card Policy.

 

18.4     Electronic Format Only. The status certificate shall be given by the condominium corporation and received by the User in an electronic format only. You expressly acknowledge and agree that the legal requirement that the condominium corporation give a status certificate in the prescribed form is satisfied by providing you, the User, with the status certificate in an electronic format. The status certificate shall be organized in the same or substantially the same way as the specified non-electronic form; it shall be accessible by the User so as to be usable for subsequent reference; and, it shall be capable of being retained by the User.

 

18.5     Timing of Sending the Status Certificate. The parties to any transaction expressly acknowledge and agree that the status certificate shall be deemed to be given to the User when it is sent electronically by the condominium corporation to the e-mail address indicated on Your Account. 

 

19.       INTERACTIVE AREAS.

19.1     Use of Interactive Areas. On the Site and/or as part of the Services, Yardi may provide areas that allow for User interaction, including bulletin boards, chat areas, forums, blogs, instant messaging, frequently asked questions, or other message and communications features (the “Interactive Areas”) for posting user feedback, comments, messages or other input (“Comments”). You acknowledge that all Interactive Areas are public and not private and that any information or content, including Information and Material, that you post to an Interactive Area may be read by others and that Yardi has no obligation to protect such information. Yardi recommends that you do not post or otherwise disseminate any personally identifiable information in the Interactive Area. Additionally, you agree to post only Comments that are proper, lawful, and related to the particular discussion or the Interactive Area itself. Without limitation, you may not post Comments or engage in any other activity on the Site that:

 

(a)        defames, threatens, abuses or otherwise violates the legal rights of others;

(b)        is harmful to children, profane, obscene, indecent or racially or ethnically offensive;

(c)        infringes another’s rights to intellectual property, publicity, or privacy;

(d)        collects or stores personal information about other Site users;

(e)        contains advertisements, promotions, commercial solicitations, contests or surveys (unless you have our written consent to do so);

(f)        contains, transmits or disseminates spam, chain letters, or information intended to assist in the placement of a bet or wager;

(g)        contains, transmits or disseminates viruses, corrupted files, or any other similar software or programs that may damage or adversely affect the operation of another’s computer, the Site, or any software, hardware or other related equipment;

(h)        disrupts or otherwise interferes with the Site or the networks or servers used by Yardi;

(i)         impersonates any person or entity or misrepresent your connection or affiliation with a person or entity; or

(j)         constitutes illegal activity.

 

19.2     Submissions to Interactive Areas. You understand and acknowledge that, subject and pursuant to the licenses set forth hereunder, Yardi may display your Comments on the Site and use them for other marketing and business activities. In addition, Yardi reserves the right in its sole discretion to reject use of Comments, delete Comments from the Site for any reason, and edit Comments for both content and format. Yardi further reserves the right to terminate your access to the Site or to any Interactive Area at any time without notice for any reason whatsoever. Yardi does not endorse or control the Comments or information found in any Interactive Area and, therefore, Yardi specifically disclaims any liability with regard to the Interactive Areas and any actions resulting from your participation in them.

 

20.       GENERAL.

20.1     Governing Law. For all legal proceedings arising out of use of the Site and/or relating to the Terms, these Terms and the relationship between you and Yardi shall, irrespective of any choice of laws rules, be governed by and construed in accordance with the laws of the State of California.  You and Yardi hereby irrevocably and unconditionally submit to the jurisdiction of courts located in the County of Santa Barbara (California) or the court of competent jurisdiction closest thereto if no court of competent jurisdiction resides therein, and the parties consent to the personal jurisdiction of such courts and expressly waive any right they may otherwise have to cause any such action or proceeding to be brought or tried elsewhere. You and Yardi irrevocably waive, to the fullest extent permitted by law, any objection that you may now or hereafter have to the laying of the venue of any proceeding brought in any such court or any claim that a legal proceeding commenced in such court has been brought in an inconvenient forum.

 

20.2     Assignment. You may not assign or transfer this Agreement, in whole or in part, without the prior written consent of Yardi, which may be granted or withheld by Yardi in its sole discretion.  Any attempted assignment in violation of this Section will be null and void and of no force or effect.  Yardi may assign this Agreement freely at any time without notice.  Subject to the foregoing, this Agreement will bind and inure to the benefit of each party’s permitted successors and assigns.

 

20.3     Waiver. The failure to exercise or enforce any right or provision shall not affect Yardi’s right to exercise or enforce such right or provision at any time thereafter, nor shall a waiver of any breach or default of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself.

 

20.4     Severability. If any portion of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in such provision, and, notwithstanding such finding, the remaining provisions of these Terms shall remain in full force and effect.

 

20.5     Entire Agreement. These Terms, the terms incorporated herein, and any other terms agreed to in writing by the parties or by way of your use of the Site or the Services shall constitute the entire and exclusive understanding and agreement between you and Yardi regarding this subject matter, and shall supersede any and all prior or contemporaneous representations or understandings relating to this subject matter.

 

20.6     Time Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Terms or use of the Site must be filed within 1 year after such claim or cause of action arose or be forever barred.

 

CONDOCafé

c/o Yardi Systems, Inc.

430 S. Fairview Avenue

Santa Barbara CA 93117

 

Updated: March 11, 2013

 

Copyright © 2013 Yardi Systems, Inc. 

 

 

 

CANADIAN CONDOCafé TERMS OF SERVICE

 

Welcome to CONDOCafé! These Terms of Service (these “Terms” or the “Agreement”) apply to persons or entities in Canada who access the CONDOCafé websites or related downloadable mobile applications (collectively, the “Site”), including without limitation purchasers and potential purchasers (collectively, with all persons or entities who access the Site, “Users”, “you” or “your”).

 

Through the Site, CONDOCafé provides access to a variety of information, documentation and functionality to Users, including the ability to access “status certificates” (as that term is defined in the Condominium Act, 1998 (Ontario)) in an electronic form, at a particular point in time, and for a particular unit in a condominium created under the Condominium Act, 1998, and any other condominium related documentation available in accordance with applicable international, national, federal, state, provincial, or local laws and regulations (collectively, the “Services”).

 

The Site is owned and operated by Yardi Systems, Inc. (collectively, with its subsidiaries and affiliates, “Yardi”, “we”, “us” or “our”). Since 1982, Yardi has been dedicated to the design, development, and support of property management software. Throughout these Terms, all references to the Site and to “CONDOCafé” shall include the websites of affiliates and subsidiaries of Yardi that are involved with the operation of the Site or the provision of the Services.

 

IMPORTANT – PLEASE READ CAREFULLY.  THESE TERMS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND YARDI.  THIS AGREEMENT ALONG WITH ANY OTHER TERMS THAT MAY BE POSTED ON THE SITE WITH RESPECT TO CONDOCAFÉ PRODUCTS AND SERVICES, AND ANY OTHER WRITTEN AGREEMENTS OR CONTRACTS BETWEEN YOU AND YARDI THAT INCORPORATE THESE TERMS BY REFERENCE, SET FORTH THE COMPLETE TERMS AND CONDITIONS UNDER WHICH YOU MAY ACCESS AND USE THE SITE AND THE SERVICES.  IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE THE SITE OR THE SERVICES.

 

1.         YOUR ACCEPTANCE.  Yardi is pleased to provide the Site and the Services conditioned upon your acceptance, and we hope that you will find the Site informative and useful.  BY USING THE SITE, YOU EXPRESSLY ACCEPT AND CONSENT TO THESE TERMS WITHOUT QUALIFICATION. YARDI MAY AMEND THESE TERMS FROM TIME TO TIME.  SHOULD THESE TERMS BE MODIFIED IN ANY WAY, THE NEW TERMS WILL BE POSTED TO THIS WEBPAGE.  BY USING THE SITE AFTER THE EFFECTIVE DATE OF ANY MODIFICATION TO THESE TERMS, YOU EXPRESSLY CONSENT, WITHOUT QUALIFICATION, TO THE MODIFIED TERMS.

 

2.         YARDI IS NOT A PARTY TO THE TRANSACTIONS.

2.1       The Site serves as a platform for providing Users with the Services, including access to documentation and status certificates.  Yardi does not own or manage the properties for which the Services are provided and Yardi is not involved in any transactions between Users and property managers and/or owners other than providing the Services.  AS A RESULT, YARDI SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR INFORMATION OR THE CONTENTS OF ANY DOCUMENTS, INCLUDING STATUS CERTIFICATES, OR FOR ANY OTHER INTERACTIONS BETWEEN USERS AND PROPERTY MANAGERS OR OWNERS THROUGH THE SITE.

 

2.2       You are responsible for how you use the Site, and Yardi encourages anyone who accesses the Site, including Users, to exercise sound judgment when entering into property transactions.  IN THE EVENT THAT YOU HAVE A DISPUTE WITH A PROPERTY MANAGER OR OWNER, YOU RELEASE YARDI FROM ANY CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.

 

3.         ACCESS TO AND USE OF THE SITE.

3.1       Yardi provides you with certain information and functionality through the Site. You are solely responsible for providing all equipment necessary to establish a connection to the Internet, access to the Internet, and any telephone, wireless or other connection and service fees associated with such access.

 

3.2       Yardi has the right, but not the obligation, to take any of the following actions without providing any prior notice to you: (a) change or terminate all or any part of the Site or the Services; (b) restrict or terminate your access to all or any part of the Site or the Services; or (c) refuse, move, or remove any content that is available on the Site and any material that you submit to the Site.

 

3.3       Subject to your compliance with these Terms, Yardi hereby grants you permission to access and use the Site and the Services, provided that you shall not (and shall not allow any third party to): (a) engage in commercial use of the Site or any content on the Site; (b) reproduce, copy, display, store, perform, re-post, publish, transmit, distribute, sell, offer for sale, license, modify, create derivative works, or otherwise use any portion of the content offered on the Site for other than your own personal, non-commercial use; (c) remove any copyright, trademark or other proprietary rights notices contained in or on the Site or Service or in or on any content or other material obtained via the Site or the Services; (d) use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Site or the Services, including, but not limited to, for purposes of constructing or populating a searchable database of business or property reviews; (e) collect or harvest any information about other users or members (including usernames and/or email addresses) for any purpose; (f) reformat or frame any portion of the web pages that are part of the Site or the Services; (g) create user accounts by automated means or under false, misleading or fraudulent pretenses; (h) create or transmit unwanted electronic communications such as “spam” to other users or members of the Site or the Services or otherwise interfere with other users’ or members’ enjoyment of the Site or the Services; (i) transmit any viruses, worms, defects, Trojan horses or other items of a destructive nature; (j) use the Site or the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material, including any material that may be deemed threatening or obscene; (k) copy or modify the HTML code used to generate web pages on the Site; (l) use any device, software or procedure that interferes with the proper working of the Site or the Services, or otherwise attempt to interfere with the proper working of the Site or the Services; (m) take any action that imposes, or may impose in Yardi’s sole discretion, an unreasonable or disproportionately large load on our IT infrastructure; (n) modify, adapt, translate, or reverse engineer any portion of the Site or the Services; or (o) use the Site or the Services, intentionally or unintentionally, to violate any applicable international, national, federal, state, provincial, or local law or regulation, including, but not limited to, Fair Housing laws and the Condominium Act, 1998.

 

4.         CONTENT. Yardi has no responsibility or duty to review, approve or pre-screen any information or content related to the Services, including status certificates, and Yardi is not responsible for such information or content. You understand that the Services, including all status certificates transmitted through or in connection with the Service (the “User Content”) are the sole responsibility of the property manager, owner, entity, or person from whom such User Content originated. YARDI DISCLAIMS ANY AND ALL LIABILITY RELATING TO THE USER CONTENT. YARDI DOES NOT GUARANTEE, AND YOU SHALL NOT HOLD YARDI RESPONSIBLE FOR, THE USER CONTENT (INCLUDING THE ACCURACY OR TRUTH OF SUCH USER CONTENT). YOU AGREE THAT YOU BEAR SOLE RESPONSIBILITY FOR EVALUATING, AND ARE SOLELY RESPONSIBLE FOR ALL RISKS ASSOCIATED WITH, THE USE OF ANY USER CONTENT, AND THAT UNDER NO CIRCUMSTANCES WILL YARDI BE LIABLE FOR ANY USER CONTENT OR FOR ANY DAMAGE OR LOSS OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY USER CONTENT.

          

5.         ADDITIONAL REQUIREMENTS. The Services may be subject to additional guidelines, technical and non-technical specifications, and other requirements, rules, or policies that are not set forth in these Terms, and may be posted on the Site or the applicable screens or page(s) throughout the Site. All such additional guidelines and specifications are hereby incorporated by reference into these Terms. In the event of a conflict between such additional guidelines and specifications and these Terms, the terms of such additional guidelines and specifications shall take precedence.

 

6.         MODIFICATIONS.  Yardi may modify or update these Terms from time to time, in its sole discretion, and reserves the right at any time and from time to time to modify, suspend or discontinue, temporarily or permanently, the Site or any part thereof, or any or all of the Services, or any Site features, with or without notice and without liability to you. You agree that Yardi has no responsibility or liability for the failure of the Site and the deletion of other content maintained or transmitted by the Site. You further agree that Yardi shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site. Modifications to these Terms, including but not limited to any Yardi Requirements, will be posted on the relevant area of the Site and will be effective immediately upon posting. You can review the most current version of the Terms at any time by clicking on the “Terms of Service” link located on webpages throughout the Site. You agree to review the Terms from time to time to ensure you are updated as to any modifications. By continuing to use the Site or Services following any such modification, you accept and agree to be bound by such modifications.  IF ANY MODIFICATION IS NOT ACCEPTABLE TO YOU, YOUR SOLE AND EXCLUSIVE REMEDY AND RECOURSE IS TO DISCONTINUE USE OF THE SITE AND THE SERVICES.

 

7.         ACCOUNT REGISTRATION AND USE. In order to use certain features of the Site or the Services, you will have to register and create a password-protected account (“Your Account”) and/or submit property listings, lease agreements, rental terms, postings, messages, text, images, photos, files, video, and other information, materials or documents (collectively, “Information and Material”).

 

7.1       Your Account. You agree to: (a) provide true, accurate, current, and complete information as prompted by the registration form; and (b) maintain and update such information to keep it true, accurate, current, and complete at all times. Yardi reserves the right to delete Your Account and refuse any and all current or future use of the Site (or any portion thereof) without notice if you are found to have misrepresented your age, identity, or any other information submitted in connection with Your Account or if Yardi has reasonable grounds to suspect that such information is untrue, inaccurate, incomplete or not current. You are responsible for maintaining the confidentiality of your password, your email address and Your Account, and are fully responsible for all activities that occur under your password and Your Account. You agree to: (i) immediately notify Yardi of any unauthorized use of your password or account, or any other breach of security, (ii) immediately change your password if you become aware that Your Account has been compromised, (iii) ensure that you fully exit from Your Account at the end of each session. You agree and acknowledge that you will not allow others to utilize Your Account and that you will not disclose your CONDOCafé password to anyone. You will be solely responsible for safeguarding your password and also for any actions under your password and Account, whether authorized by you or not. If you lose control of your password, you may lose substantial control of your personal information and could potentially be subject to legally binding actions taken on your behalf. You further agree not to use anyone else’s password on the Site or attempt to gain access to the CONDOCafé account of any other user. YARDI CANNOT AND WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO COMPLY WITH THIS SECTION.

 

7.2       Privacy Policy and Your Information and Material. By submitting Information and Material and in order for Yardi to provide you with the Services, you hereby consent to Yardi’s use and sharing of your Information and Material as described in the applicable CONDOCafé Privacy Policy, which is incorporated into these Terms by this reference.  The CONDOCafé Privacy Policy can be accessed by clicking on the “Privacy Policy” link located on webpages throughout the Site.  In the event of a conflict between the applicable Privacy Policy and these Terms, the Privacy Policy shall take precedence.  In addition, you hereby represent and warrant that your Information and Materials: (a) do not and will not, directly or indirectly, violate, infringe or breach any duty toward or rights of any person or entity, including without limitation any Fair Housing, copyright, trademark, service mark, trade secret, other intellectual property, publicity or privacy right; (b) are not fraudulent, misleading, hateful, tortious, defamatory, slanderous, libelous, abusive, violent, threatening, profane, vulgar or obscene; (c) do not harass others, promote bigotry, racism, hatred or harm against any individual or group, promote discrimination based on race, sex, religion, nationality, sexual orientation or age, or otherwise interfere with another party’s use of the Site or the Services; (d) do not promote illegal or harmful activities; and (e) are not illegal, unlawful or contrary to the international, national, federal, state, provincial, or local laws or regulations applicable to the User Materials where created, displayed or accessed.

 

7.3       Communications. Although Yardi provides a platform through the Site and the Services through which Users may communicate with various other users, property managers, owners, advertisers, or other persons or entities (collectively, a “third-party”) (the “communications”), Yardi is not involved in those third-party communications and is not responsible or liable under any circumstances for the content of any third-party communications, or for any absence of communications by a third-party.  The contents of such third-party communications are determined solely by the third-party responsible for the communications, and not Yardi. Yardi is only responsible for the content of information issued directly by Yardi. You acknowledge and agree that you will address any issues or concerns about third-party communications with the responsible third-party by contacting said third-party directly and not Yardi. Yardi shall not become involved in any matters pertaining to third-party communications except where the issue is solely attributable to a malfunction or error occurring on the Site or in connection with the Services.

 

7.4       Payments. Except as expressly provided below, any payments you submit through the Site, are for services provided by a property manager, owner or a party other than Yardi. Yardi is not involved in, is not liable for, and is not a party to those transactions even though Yardi provides a platform through the Site and the Services through which you may submit payments to various third parties and Yardi may receive a portion of such payments made through the Site. The total payment amounts required for those transactions are determined solely by you and any other party with whom you are entering into an agreement, and not by Yardi. You acknowledge that you will address any discrepancies, issues or concerns with such payments by contacting the other party directly, rather than Yardi. Yardi shall not be involved in such issues except where the issue is solely attributable to a malfunction or error occurring on the Site or in connection with the Services. However, Users may take advantage of certain Services that have a charge associated with them that is imposed by Yardi or other third-party, which may or may not be a subsidiary or affiliate of Yardi. Yardi or such other company may collect these fees directly from Users as provided by the Site or the Services.

 

7.5       Credit Cards. The terms and conditions of the CONDOCafé Credit Card Policy are incorporated herein by reference and apply to the processing of your credit card payment.  In the event of a conflict between these Terms and those in the CONDOCafé Credit Card Policy, the terms of the CONDOCafé Credit Card Policy shall take precedence.

 

8.         YARDI’S RIGHTS. You acknowledge that Yardi has the right to investigate and prosecute violations of these Terms, including intellectual property, publicity and privacy rights infringement and Site security issues, to the fullest extent of the law. Yardi may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Yardi has no obligation to monitor your access to or use of the Site or the  Services, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

 

9.         SITE CONTENT GENERALLY. It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all opinions, advice, statements, representations, services, and other information provided through the Site. Yardi does not endorse or represent the reliability, accuracy or quality of any information, goods, services or products displayed or advertised on the Site. We make no representations or warranties, express or implied, with respect to the information provided on this Site.

 

10.       THIRD-PARTY LINKS, PRODUCTS AND SERVICES.

10.1     Third Party Websites and Services. The Site may contain links to third-party websites or resources, including, but not limited to, sites with information about specific units. Third-party links are included solely for the convenience of users, and do not constitute any endorsement or approval by Yardi of the organizations sponsoring these sites or their products or services. We make no representations or warranties, express or implied, with respect to the information provided on this Site or any third-party website or service which may be accessed by a link from this Site, including any representations or warranties as to accuracy or completeness. Because Yardi has no control over third-party websites, resources or services, you acknowledge and agree that Yardi is not responsible or liable for, and does not endorse, the availability, accuracy, completeness or authenticity of information available through such websites, resources or services, your use or your exchange of any information with such websites or services, or the content, statements, representations, advertising, products, properties, services or other materials available on such third-party sites. You acknowledge and agree that Yardi shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused in connection with your use or reliance on any such content, information, goods, or services available on or through any such site or resource. If you decide to access any such third-party websites, resources or services, or to transact with such third party for their products, properties or services, you do so entirely at your own risk. By leaving this Site, you may be subject to the terms and conditions and the privacy policies of such third party websites. You acknowledge and understand that Yardi does not (a) provide legal, brokerage or other professional advice or services to any purchasers who use this Site or the Services, or (b) participate in any negotiations with respect to transactions between third parties.

 

10.2     Google® Maps. The Site utilizes Google Maps and related content licensed to Yardi by Google and its licensors. By using the Google Maps features available on the Site, you are agreeing to be bound by the applicable policies, terms and conditions of Google.

 

11.       OWNERSHIP. You acknowledge and agree that the Site and the Services use and contain content, information and proprietary and confidential technology owned by or licensed to Yardi, and protected by applicable intellectual property and other laws and international treaties (collectively, “Yardi Content”). The Yardi Content displayed on or through the Site and Services includes, without limitation, information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials is copyrighted by Yardi and its licensors under Canadian, United States and international copyright laws. All rights reserved. You agree not to reproduce, copy, display, store, perform, re-post, publish, transmit, distribute, sell, offer for sale, license, modify, create derivative works, or otherwise use or exploit for any commercial purposes any or all of the Yardi Content, the Site or access to the Site in any way without the prior written permission of Yardi. All content on the Site that is not Yardi Content is the property and responsibility of other parties. You must abide by all copyright notices, information, or restrictions contained in or attached to any Yardi Content. CONDOCafé, the CONDOCafé logo, YARDI, the Yardi logo and all other registered and unregistered marks used in connection with the Site and the Services (the “Yardi Marks”) are trademarks, trade names, or service marks of Yardi unless otherwise indicated. You are not authorized to use or display the Yardi Marks, without the prior express written permission of Yardi. Ownership of all Yardi Marks and the goodwill associated therewith remains with Yardi. All other trademarks are the property of their respective owners.

 

12.       INDEMNITY. You agree to indemnify, defend and hold Yardi and its officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries and relevant third parties including advertisers, distribution partners, referral partners, service providers, licensors, licensees, consultants and contractors (collectively the “Yardi Indemnified Parties”) harmless from and against any claims, liabilities, losses, costs, damages or expenses including reasonable attorneys’ fees and costs, directly or indirectly, arising out of or in any way relating to: (a) your negligence or misconduct; (b) your Information and Material contributed to or submitted through the Site or the Services, including without limitation information associated with Your Account; (c) your conduct, including your use of the Site and the Services; (d) your connection to the Site; (e) any violation or breach of these Terms; or (f) any violation or infringement of any intellectual property, privacy, publicity, confidentiality or proprietary rights of any third-party as a result of your use of the Site or Services (collectively, the “Claims”). You are solely responsible for defending any such Claims, and for payment of losses, costs, damages or expenses resulting from the foregoing to both a third party and to the Yardi Indemnified Parties. Yardi shall have the right, in its sole discretion, to select its own legal counsel to defend Yardi from any Claims (but by doing so shall not excuse your indemnity obligations) and you shall be solely responsible for the payment of all of Yardi’s reasonable attorneys’ fees incurred in connection therewith. You shall notify Yardi immediately if you become aware of any actual or potential claims, suits, actions, allegations or charges that could affect your or Yardi’s ability to fully perform their respective duties or to exercise its rights under these Terms. You shall not, without the prior written approval of Yardi, settle, dispose or enter into any proposed settlement or resolution of any Claim (whether having been finally adjudicated or otherwise) brought against you, if such settlement or resolution results in any obligation or liability for Yardi.

 

13.       DISCLAIMER OF WARRANTIES.  YOU EXPRESSLY UNDERSTAND AND AGREE:

13.1     YOUR USE OF THE SITE AND THE SERVICES IS AT YOUR SOLE RISK. THE SITE AND THE SERVICES AND ALL OTHER MATERIALS, INFORMATION, PRODUCTS, AND SERVICES INCLUDED THEREIN, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. WITH RESPECT TO THE SITE AND INFORMATION AND MATERIAL IN THE SITE, YARDI AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING OR COURSE OF PERFORMANCE.

 

13.2     Yardi and its licensors make no REPRESENTATION OR warranty: (A) regarding the security, accuracy, reliability, completeness, timeliness and performance of the Site or THE ServiceS; (B) regarding the Services, advice, information or links obtained through the Site; (C) that the SITE OR THE Services, or any information and materials therein, will meet Your requirements; (D) that the SITE OR THE Services, or any functions contained in the Site, will be error-free, secure, timely, or uninterrupted; (E) THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR INFORMATION AND MATERIALS THEREIN WILL BE ACCURATE, RELIABLE, OR AVAILABLE, (F) THAT ANY ERRORS IN THE SITE OR INFORMATION OR MATERIALS THEREIN WILL BE CORRECTED; OR (G) THAT THE SITE AND ITS CONTENTS AND SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF ANY VIRUSES OR OTHER HARMFUL COMPONENTS.

 

13.3     ANY MATERIAL, INFORMATION, PRODUCTS OR SERVICES DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

 

13.4     No advice or information, whether oral or written, obtained by You from Yardi or from Your use of the Site or Services, shall create any REPRESENTATION OR warranty not expressly stated in these Terms.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS OR WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

14.       LIMITATION OF LIABILITY.

14.1     Yardi and its officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries and relevant third parties including advertisers, distribution partners, referral partners, service providers, licensors, licensees, consultants and contractors (COLLECTIVELY THE “YARDI ENTITIES”) WILL NOT BE LIABLE FOR:

 

(A)       ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING LOSS OF USE, DATA OR PROFITS, COST OF PROCURING SUBSTITUTE PRODUCTS OR BUSINESS INTERRUPTION), WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR ACCESS AND USE OF OR INABILITY TO ACCESS OR USE THE SITE AND/ OR ANY CONDOCAFÉ SERVICE, ANY MATERIALS AVAILABLE TO YOU FROM OR THROUGH THE SITE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT THE YARDI PARTIES, OR ANY OF THEM, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;

 

(B)       THE CONTENTS OF ANY COMMUNICATION, MESSAGE, OR INFORMATION POSTED BY YOU OR OTHER THIRD PARTIES;

 

(C)       the content, services or information provided by any website purporting to be operated by Yardi or its affiliates, but not actually affiliated with, controlled, owned, or operated by Yardi;

 

(D)       the content of any website not controlled, owned, or operated by Yardi that is accessed from or linked to this Site; and/OR

 

(E)       any damages or injury caused by, including but not limited to, any failure of performance, error, omission, interruption, defect, delay in operation of transmission, computer virus, or line failure.

 

14.2     You acknowledge that the limitations set forth above are an essential basis of the bargain and of the allocation of risks between the parties. Some states or jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you. If you are dissatisfied with any portion of the Site, or with any of these Terms, your sole and exclusive remedy is to discontinue use of the Site and Services.

 

15.       ENFORCEMENT. Yardi does not assume responsibility to you or others for any failure by Yardi to enforce the provisions contained in the Terms.

 

16.       TERMINATION. You agree that Yardi, in our sole discretion and with or without notice, may terminate your use of the Site or any part thereof, or any or all of the Services, for any reason, including without limitation, for lack of use by you or if Yardi believes that you have violated or acted inconsistently with the letter or spirit of the Terms. Yardi may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, or any or all of the Services with or without notice. You agree that any termination of your access to the Site under any provision of the Terms may be effected without prior notice, and acknowledge and agree that Yardi may immediately bar any further access to the Site. Further, you agree that Yardi shall not be liable to you or any third party for any termination of your access to the Site or the Services.

 

17.       AUTHORITY. You hereby represent and warrant to Yardi that: (a) you have all the requisite power and authority, corporate or otherwise, to enter into the binding contract created by these Terms, conduct yourself and your business and to execute, deliver, and perform all of your obligations under this Agreement; (b) you have the right to submit and use your Information and Material in the manner you have done so to or through the Site and/or through Your Account; (c) you have the right to grant the licenses granted under these Terms; (d) your performance under these Terms and/or the rights granted herein do not and will not conflict with or result in a breach or violation of any of the terms or provisions, or constitute a default under any contract or agreement, to which you are currently bound or will become bound in the future; and (e) your performance under these Terms will comply with all applicable laws, rules and regulations (including, without limitation, export control, privacy and obscenity laws), domestic or foreign.

 

18.       STATUS CERTIFICATE DEADLINE.

18.1     Site Availability for Deadlines.  Where Users require an electronic status certificate by a statutorily prescribed deadline (including the 10 day deadline contemplated in s. 76(3) of the Condominium Act, 1998, where applicable), Yardi shall be required to use commercially reasonable efforts to make the Site available so as to allow Users to access and download an electronic form of said status certificate and components by such deadline. This obligation shall be conditioned upon the following: (a) the User accurately disclosing to Yardi the date of the request and/or the date that payment of the fee was made under s. 76(3) of the Condominium Act, 1998; and (b) the User accurately calculating the deadline in accordance with any relevant statutory requirements, including s. 76(3) of the Condominium Act, 1998, and advising Yardi of that deadline in writing.

 

18.2     Qualification on Availability. Notwithstanding Section 19.1, above, and in addition to any other disclaimer provided herein, Yardi in no way represents, warrants or guarantees that the Site will be available to allow the User to download a status certificate within any deadline or time period. In addition, Yardi in no way assumes any obligation on the part of any property manager or owner to provide the status certificate within any prescribed deadline, and hereby disclaims any liability for any property manager or owner who fails to deliver a status certificate because such User relied solely on the Site. If the Site is unavailable it is the User’s sole responsibility to request, generate and deliver a status certificate by some other means.

 

18.3    Effective Date of the Request. The request for a status certificate shall not be deemed to be made until the User’s credit card payment has been processed in accordance with the CONDOCafé Credit Card Policy.

 

18.4     Electronic Format Only. The status certificate shall be given by the condominium corporation and received by the User in an electronic format only. You expressly acknowledge and agree that the legal requirement that the condominium corporation give a status certificate in the prescribed form is satisfied by providing you, the User, with the status certificate in an electronic format. The status certificate shall be organized in the same or substantially the same way as the specified non-electronic form; it shall be accessible by the User so as to be usable for subsequent reference; and, it shall be capable of being retained by the User.

 

18.5     Timing of Sending the Status Certificate. The parties to any transaction expressly acknowledge and agree that the status certificate shall be deemed to be given to the User when it is sent electronically by the condominium corporation to the e-mail address indicated on Your Account. 

 

19.       INTERACTIVE AREAS.

19.1     Use of Interactive Areas. On the Site and/or as part of the Services, Yardi may provide areas that allow for User interaction, including bulletin boards, chat areas, forums, blogs, instant messaging, frequently asked questions, or other message and communications features (the “Interactive Areas”) for posting user feedback, comments, messages or other input (“Comments”). You acknowledge that all Interactive Areas are public and not private and that any information or content, including Information and Material, that you post to an Interactive Area may be read by others and that Yardi has no obligation to protect such information. Yardi recommends that you do not post or otherwise disseminate any personally identifiable information in the Interactive Area. Additionally, you agree to post only Comments that are proper, lawful, and related to the particular discussion or the Interactive Area itself. Without limitation, you may not post Comments or engage in any other activity on the Site that:

 

(a)        defames, threatens, abuses or otherwise violates the legal rights of others;

(b)        is harmful to children, profane, obscene, indecent or racially or ethnically offensive;

(c)        infringes another’s rights to intellectual property, publicity, or privacy;

(d)        collects or stores personal information about other Site users;

(e)        contains advertisements, promotions, commercial solicitations, contests or surveys (unless you have our written consent to do so);

(f)        contains, transmits or disseminates spam, chain letters, or information intended to assist in the placement of a bet or wager;

(g)        contains, transmits or disseminates viruses, corrupted files, or any other similar software or programs that may damage or adversely affect the operation of another’s computer, the Site, or any software, hardware or other related equipment;

(h)        disrupts or otherwise interferes with the Site or the networks or servers used by Yardi;

(i)         impersonates any person or entity or misrepresent your connection or affiliation with a person or entity; or

(j)         constitutes illegal activity.

 

19.2     Submissions to Interactive Areas. You understand and acknowledge that, subject and pursuant to the licenses set forth hereunder, Yardi may display your Comments on the Site and use them for other marketing and business activities. In addition, Yardi reserves the right in its sole discretion to reject use of Comments, delete Comments from the Site for any reason, and edit Comments for both content and format. Yardi further reserves the right to terminate your access to the Site or to any Interactive Area at any time without notice for any reason whatsoever. Yardi does not endorse or control the Comments or information found in any Interactive Area and, therefore, Yardi specifically disclaims any liability with regard to the Interactive Areas and any actions resulting from your participation in them.

 

20.       GENERAL.

20.1     Governing Law. For all legal proceedings arising out of use of the Site and/or relating to the Terms, these Terms and the relationship between you and Yardi shall, irrespective of any choice of laws rules, be governed by and construed in accordance with the laws of the province of Ontario, Canada.  You and Yardi hereby irrevocably and unconditionally submit to the jurisdiction of courts located in the County of Santa Barbara (California) or the court of competent jurisdiction closest thereto if no court of competent jurisdiction resides therein, and the parties consent to the personal jurisdiction of such courts and expressly waive any right they may otherwise have to cause any such action or proceeding to be brought or tried elsewhere. You and Yardi irrevocably waive, to the fullest extent permitted by law, any objection that you may now or hereafter have to the laying of the venue of any proceeding brought in any such court or any claim that a legal proceeding commenced in such court has been brought in an inconvenient forum.

 

20.2     Assignment. You may not assign or transfer this Agreement, in whole or in part, without the prior written consent of Yardi, which may be granted or withheld by Yardi in its sole discretion.  Any attempted assignment in violation of this Section will be null and void and of no force or effect.  Yardi may assign this Agreement freely at any time without notice.  Subject to the foregoing, this Agreement will bind and inure to the benefit of each party’s permitted successors and assigns.

 

20.3     Waiver. The failure to exercise or enforce any right or provision shall not affect Yardi’s right to exercise or enforce such right or provision at any time thereafter, nor shall a waiver of any breach or default of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself.

 

20.4     Severability. If any portion of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in such provision, and, notwithstanding such finding, the remaining provisions of these Terms shall remain in full force and effect.

 

20.5     Entire Agreement. These Terms, the terms incorporated herein, and any other terms agreed to in writing by the parties or by way of your use of the Site or the Services shall constitute the entire and exclusive understanding and agreement between you and Yardi regarding this subject matter, and shall supersede any and all prior or contemporaneous representations or understandings relating to this subject matter.

 

20.6     Time Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Terms or use of the Site must be filed within 1 year after such claim or cause of action arose or be forever barred.

 

CONDOCafé

c/o Yardi Systems, Inc.

430 S. Fairview Avenue

Santa Barbara CA 93117

 

Updated: March 11, 2013

 

Copyright © 2013 Yardi Systems, Inc.