THIS TERMS OF SERVICE AGREEMENT ("TOS") IS A LEGALLY BINDING AGREEMENT
BETWEEN FIRST AMERICAN REAL ESTATE DISCLOSURES CORPORATION, FAREDC, A CALIFORNIA
CORPORATION, OPERATING THROUGH ITS NATURAL HAZARD DISCLOSURE ("FANHD")
DIVISION AND YOU ("LICENSEE") CONCERNING THE WEBSITE ("SITE") AND NATURAL
HAZARD DISCLOSURE ("NHD") REPORTS. NHD REPORTS ARE AVAILABLE FOR LICENSE
THROUGH THIS SITE'S ORDERING PLATFORM. PLEASE NOTE THAT NHD REPORTS ARE
LICENSED NOT SOLD, AND MAY BE USED ONLY IN ACCORDANCE WITH THE LICENSE
GRANTED.
BEFORE YOU ORDER A NHD REPORT, YOU MUST AGREE TO THESE TERMS AND
CONDITIONS BY CLICKING ON THE "I ACCEPT" BUTTON BELOW. WHEN YOU CLICK "I
ACCEPT," YOU ARE AGREEING TO BE BOUND BY THE TERMS AND CONDITIONS FOR USE
OF THE SITE. WHEN YOU ORDER A NHD REPORT THROUGH THIS SITE'S PLATFORM, YOU
AGREE TO BE BOUND BY THE TERMS AND CONDITIONS FOR USE OF THE NHD REPORTS.
TO VIEW THE TERMS AND CONDITIONS OF THE SITE AND REPORTS, PRIOR TO
PURCHASE, CLICK ON THE CORRESPONDING LINK OF THE NHD REPORT YOU WISH TO
ORDER:
BY ACCESSING THE NHD REPORTS AND/OR SERVICES PROVIDED THROUGH THIS
WEBSITE, YOU ARE AGREEING TO ALL THE TERMS AND CONDITIONS OF THIS TOS, AND
THE TERMS AND CONDITIONS SET FORTH IN THE NHD REPORTS.
-
Definitions.
-
"FANHD Content" shall mean all editorial content, graphics, data and
information contained in the NHD REPORTS and on the Site (collectively, the
"FANHD Content").
-
"NHD REPORTS" shall mean the products and services available for license
on this Site. The NHD REPORTS include, but are not limited to, the natural
hazard disclosure reports that are available through disclosures.com,
reodisclosure.com and fanhd.com.
-
"Site" shall mean the www.fanhd.com website, the www.disclosures.com
website, the www.reodisclosure.com website, and any other individual sites
as may be added to, or available through, the Site, including, without
limitation, the data and computer code contained on or transmitted from the
Site, the NHD REPORTS, and the FANHD Content. Any reference herein to
the Site shall be to each individual item and also to the Site as a whole.
-
Access. Provided that You comply with all the terms and conditions of this TOS, FANHD
agrees to provide You with access to the Site which contains the NHD REPORTS. You
agree that FANHD controls the terms of all access to, and use of, the Site (including any
upgrades, modifications or updates thereto) and all products, services, and materials
contained therein that are delivered by means of the Site, including the NHD REPORTS, and
all third-party products and information and data that may be included therein. FANHD
reserves the right to revise or alter the Site, NHD REPORTS, and terms of this TOS at any
time, in its sole discretion. In no event shall FANHD or its data suppliers be liable for any
damages resulting from Your inability or failure to access or interface with the Site.
-
Term; Termination. The term of this TOS will commence upon Your acceptance of the TOS
terms (by clicking "I Accept") and continue in perpetuity, unless sooner terminated pursuant
to the terms hereof or a governing Services Agreement (the "Term"). Notwithstanding the
foregoing, upon written notice to You, FANHD may immediately terminate this TOS, and
terminate Your access to and use of the Site, and the NHD REPORTS, if:
- FANHD ceases to offer the Site, Software or NHD REPORTS or,
- You fail to comply with any of the terms of this TOS.
-
FANHD may also terminate this TOS, for any reason whatsoever, in its sole
discretion, by giving You thirty (30) days advance notice.
-
Grant of Licenses. Subject to the terms and conditions of this TOS, and provided that
Licensee has paid all applicable fees to FANHD for the use of the NHD REPORTS and that
You have not breached the provisions of this TOS or any other agreement between You and
FANHD, including a Services Agreement, FANHD grants to You during the Term and within
the United States a limited, revocable, non-exclusive, non-sublicensable and non-
transferable license to use the Site, and NHD REPORTS, solely as set forth in this TOS. The
license granted by FANHD to You hereunder (the "License") is conditioned upon Your
compliance with the terms and conditions of this TOS.
-
Acceptable Use. You acknowledge and agree that Your use and access of the Site, and
the NHD REPORTS may be logged and monitored. You agree to use the Site, and the NHD REPORTS, in a
manner consistent with any and all applicable laws, rules and regulations, including all applicable
privacy and data protection and security laws and regulations, as well as the terms and conditions
set forth in this TOS. You acknowledge and agree that Your use and access of the Site is also subject
to the terms and conditions of FANHD's Privacy Policy, which is available on FANHD's website located
at https://www.firstam.com/privacy-policy/index.html.
You shall not disassemble, create models, analytics, or derivative works of, decompile, manipulate or
reverse engineer the Site, or the NHD REPORTS, and You shall take all necessary steps to prevent any
unauthorized use of the NHD REPORTS. You shall not use the Site, or the NHD REPORTS, in any way that
infringes or misappropriates FANHD's or any third-party owner's copyright, patent, trademark, trade
secret or other intellectual property or proprietary rights or rights of publicity or privacy.
You shall only access the Site using an assigned password or other security mechanism to
prevent unauthorized access. Sharing of user access is prohibited and any automation of
accessing information is strictly prohibited unless expressly authorized in writing by FANHD.
It is Your sole responsibility to maintain the confidentiality of all assigned usernames and
passwords, and You shall be responsible for all charges relating to the use of said
usernames and passwords whether or not authorized by You. In no event shall You use the
Site or the NHD REPORTS for illegal purposes or in any manner that is defamatory, libelous,
unlawfully threatening or unlawfully harassing, or that otherwise violates any federal, state or
local statute, law or regulation, for debt collection, skip tracing, or electronic telephone
directory assistance.
You understand that the information, data, images, scores, and reports available under one
or more of the NHD REPORTS have not been collected for credit purposes and are not
intended to be indicative of any consumer's credit worthiness, credit standing, credit
capacity, or other characteristics listed in Section 1681(a) of the Fair Credit Reporting Act, 15
U.S.C. § 1681 et seq. You shall not use the NHD REPORTS
- as a factor in establishing an individual's eligibility for credit or insurance,
- in connection with underwriting individual insurance,
- in evaluating an individual for employment purposes,
-
in connection with a determination of an individual's eligibility for a license or
other benefit granted by a governmental authority,
-
in any way that would cause the NHD REPORTS to constitute a "consumer
report" under the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq., or
-
in any other manner that would cause such use of the NHD REPORTS to be
construed as a consumer report by any pertinent governmental authority.
You acknowledge that certain products and services provided in connection with Your use of
the Site, and the NHD REPORTS, may incorporate information, services, and/or products of
third parties and the provision and use thereof shall be subject to terms and conditions
provided by such third parties. You assume sole responsibility for all use of the information
provided by a third-party data supplier, including the liability and responsibility for any and all
claims, demands, losses, damages, liabilities, costs, charges and expenses, including
reasonable attorneys' fees, arising out of Your use of the information and agree to indemnify
FANHD and its suppliers or licensors with respect thereto. You are not permitted to resell
any information contained in the Site or the NHD REPORTS.
-
Ownership. You acknowledge and agree that, as between You and FANHD, FANHD retains
all rights, title and interest in and to the Site, and the NHD REPORTS, including all
copyrights, patents, trademarks, trade secrets and all other intellectual property rights in the
same. No rights in or to the Site, or the NHD REPORTS, are granted to You except the
limited license specifically granted in this TOS. You acknowledge that You shall not acquire
any copyright ownership or other similar right, or any other ownership or intellectual property
rights in or to the Site, the NHD REPORTS or other property owned by FANHD as a result of
this TOS.
-
Confidentiality. You acknowledge that the Site contains valuable commercial products, the
development of which has involved the expenditure of substantial time and money. You will
take appropriate measures and shall initiate strict security measures to prevent the
accidental or otherwise unauthorized use or release of any and all proprietary and
confidential information of FANHD and any third parties associated with or provided through
the Site.
-
Copyrights. FANHD websites, including this Site, are owned and copyrighted by FANHD.
No ownership rights are being granted to You by this TOS. Subject to the limited license
provided herein, FANHD reserves all rights in and to the Site, including, but not limited to, the
exclusive rights under copyright and other intellectual property and the right to grant further
licenses. You shall only use the Site as specifically stated herein. FANHD and its licensors
reserve and retain all copyright, intellectual property and other proprietary rights in and to the
FANHD Content, including without limitation, all rights in any public information gathered as a
compilation. All FANHD Content is protected by U.S. and/or international copyright laws,
international treaties and/or other applicable laws. Unauthorized use of the Site or the
FANHD Content is strictly prohibited and may subject You to prosecution. You acknowledge
that all information accessed through the Site is proprietary information of FANHD and its
third party suppliers (including, without limitation, real property ownership information) under
copyright, and have been furnished to You in trust. Any revision, republication and re-use of
the FANHD Content or the Site for any purpose are strictly prohibited in whole or in part.
Except as expressly permitted herein, the materials from the Site including, but not limited to,
the FANHD Content may be used solely for limited non-commercial informational purposes
only as necessary to do business with FANHD or for evaluating or purchasing FANHD's
products and services. Except for downloading as may be expressly authorized by FANHD
within specific portions of the Site, the FANHD Content may not be reproduced, licensed,
copied, displayed, published, sold, modified, transmitted or distributed without FANHD's prior
written permission which may be withheld in FANHD's sole discretion. Linking to and/or
framing the Site is strictly prohibited unless FANHD expressly consents in writing to such a
link or frame, and the User enters into a further agreement for such linking to and/or
framings. Any person or entity wishing to establish a link to the Site, frame the Site, or
request FANHD's consent to other uses of the Site or FANHD Content, may send their
request by e-mail to the FANHD Webmaster. All other uses of the Site and/or the FANHD
Content not expressly addressed in this TOS are strictly prohibited.
-
Trademarks. FANHD and/or its parent company, subsidiaries or affiliates own several
trademarks and service marks that are used in connection with, among other things, the Site,
including, but not limited to, FANHD, the Eagle logo ® ("FANHD Marks"). Any use of the
FANHD Marks requires prior approval in writing by FANHD which may be withheld in
FANHD's sole discretion. The "look and feel" of FANHD's Site and the contents thereof,
including, without limitation, the FANHD Content and color combinations, buttons, layout,
and other graphical elements are protected by applicable U.S. and international intellectual
property laws, including, without limitation, trademark, copyright and trade dress laws.
Nothing contained herein shall constitute a license (either express or implied) for You to use
any of the FANHD Marks or trade dress, including the elements that constitute the "look and
feel" of the Site.
-
Product and Service Claims. You shall provide prompt notice to FANHD, and a reasonable
opportunity to cure, any known error, omission or mistake that may result in a claim on
services provided pursuant to this TOS, prior to making a claim against the services. In
addition, You shall use Your best efforts to mitigate Your losses resulting from services
provided pursuant to this TOS. If You do not perform according to the requirements of this
section, FANHD will not be liable. You must also provide sufficient documentation, as
deemed appropriate by FANHD, to evidence Your out-of-pocket, actual monetary loss.
-
Warranties, Disclaimers and Limitations. TO THE EXTENT ALLOWED BY LAW, FANHD
DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT
LIMITATION, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, EXCEPT AS OTHERWISE PROVIDED IN THE NHD REPORTS.
FANHD ALSO DISCLAIMS ALL LIABILITY FOR ANY INDIRECT, CONSEQUENTIAL,
INCIDENTAL, EXEMPLARY AND PUNITIVE DAMAGES, INCLUDING, WITHOUT
LIMITATION, LOSS OF PROFITS, LOSS OF BUSINESS, DOWNTIME OR LOSS OF
BUSINESS OPPORTUNITY, NO MATTER HOW THEY MAY ARISE, WHETHER IN TORT,
CONTRACT, BY STATUTE OR OTHERWISE, REGARDLESS OF WHETHER A PARTY
HAS BEEN ADVISED OF OR MADE AWARE OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT FOR ANY EXPRESS WARRANTIES SET FORTH IN THE NHD REPORTS OR AS
OTHERWISE SET FORTH HEREIN, THE SITE IS PROVIDED "AS IS" WITHOUT
WARRANTY OF ANY KIND, AND FANHD EXPRESSLY DISCLAIMS ALL OTHER
WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WITHOUT LIMITATION, THE
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
ACCURACY CONCERNING THE INFORMATION CONTAINED WITHIN ANY DOCUMENT,
IMAGES, PRODUCTS OR MATERIALS PROVIDED, WHETHER SUCH WARRANTY
ARISES IN CONTRACT, TORT, STATUTE OR OTHERWISE. THE WARRANTIES
CONTAINED IN THIS TOS ARE THE SOLE AND EXCLUSIVE WARRANTIES OFFERED
TO YOU WITH THE EXCEPTION OF ANY TERMS OR WARRANTIES IN THE NHD
REPORTS DELIVERED TO YOU. FANHD DOES NOT REPRESENT OR WARRANT THAT
THE SITE IS COMPLETE OR FREE FROM ERROR, AND DISCLAIMS ALL LIABILITY FOR
LOSS OR DAMAGE CAUSED BY ERRORS OR OMISSIONS IN THE SITE, WHETHER
SUCH ERRORS OR OMISSIONS RESULT FROM NEGLIGENCE, ACCIDENT OR OTHER
CAUSE. THIS DISCLAIMER OF WARRANTY SHALL NOT MODIFY ANY OF THE
PRODUCT LIMITATIONS CONTAINED HEREIN. IRRESPECTIVE OF THE FOREGOING
WARRANTIES AND LIABILITIES, FANHD PROVIDES NO REPRESENTATIONS OR
WARRANTIES REGARDING THE ACCURACY OF THE PUBLIC RECORD AND SHALL
NOT BE LIABLE FOR ANY LOSSES SUFFERED AS A RESULT OF ERRORS IN THE
PUBLIC RECORD, OR YOUR RELIANCE THEREON.
-
Pricing/Billing. FANHD reserves the right to change the NHD REPORTS pricing at any time
without notice. Charges or fees for the NHD REPORTS will be accumulated under the
Licensee account number and will be invoiced either through escrow or directly to Licensee,
depending upon how Licensee sets up their account.
-
Payment Processing. In the event that credit card payments are processed
by a third-party card processing company, such third-party card processing
company will be contractually required by FANHD to use commercially
adequate security and confidentiality measures. That agreement requires the
card processing company to use adequate security and confidentiality
measures to protect Your payment information. All payment information that
You provide through FANHD's website will be transmitted directly to the card
processing company over a secure connection. FANHD will not record Your
credit card number, expiration date, or CVV number. However, this
information may be stored by the card processing company in the normal
course of its business, or as required or authorized by law, statute,
regulation, or Payment Card Industry standard.
-
Your Content. You hereby represent and warrant that any content that You upload to the
Site or content that You use in connection with the NHD REPORTS shall not be used in any
manner that is defamatory, libelous, unlawfully threatening or unlawfully harassing, and does
not and shall not infringe upon or misappropriate any rights, including, without limitation,
intellectual property rights, proprietary rights or confidentiality rights, or rights of publicity or
privacy of any third parties or FANHD, and that such content is free of worms, viruses, Trojan
Horses and other disabling code. For the avoidance of doubt, "content" as used in this TOS
in connection with the Licensee shall be construed broadly so as to include, but not be
limited to, all materials, documents, data, information or other materials that You may upload
to the Site or use in connection with the NHD REPORTS. You agree to indemnify, defend
and hold FANHD, its parents, subsidiaries, affiliates and their respective officers, directors,
employees and agents, harmless from, and against, any and all claims, suits, damages,
costs and expenses, including attorneys' fees, arising from Your breach of any provision of
this TOS or Your use of the Site, or the NHD REPORTS, in a manner that is inconsistent
with either this TOS, applicable law, the documentation or information accompanying or the
documentation or information made available on the Site.
-
Notices. Any notice or other communication required or permitted under this TOS shall be
sufficiently given if delivered in person or sent by one of the following methods:
- Registered U.S. mail, return receipt requested (postage prepaid);
- Certified U.S. mail, return receipt requested (postage prepaid); or
- Commercially recognized overnight service with tracking capabilities.
Notices to FANHD shall be sent to 4 First American Way, Santa Ana, California 92707, with
a copy to FANHD's counsel at the same address marked Attention: Legal Department.
Notices to You shall be sent to the address entered by You in the registration information.
Notices or communications shall be deemed properly delivered as of the date personally
delivered or sent by mail or overnight service.
-
Conflicts. If there is a conflict between the terms and conditions of this TOS and the terms
and conditions of any NHD REPORT, the NHD REPORT controls.
-
Links. Where FANHD provides hypertext links to other Internet websites on the Site, or in
the NHD REPORTS, it does so for informational purposes only, and such links are not
endorsements by FANHD of any products or services on such sites. FANHD shall not
accept, and shall not incur, any liability for such products or services and makes no
endorsement or approval of the same.
-
Survival. Upon the discontinuance of use of the Site by You, any and all liability limitations,
confidentiality, warranty, indemnity, and claims provision(s), and any other provision that
contemplates performance subsequent to the expiration or earlier termination of this TOS,
shall survive the termination of the TOS. Upon termination of this TOS by either party, any
amounts unpaid by You for outstanding NHD REPORTS shall be immediately due and
payable.
-
General.
-
The interpretation and construction of this TOS, and all matters relating
hereto, shall be governed by the laws of the State of California applicable to
agreements executed and to be performed solely within such State. The
parties hereby submit to the jurisdiction of, and waive any objection to
the venue of Orange County, California in any litigation arising out of this TOS,
except as otherwise provided in the NHD REPORTS.
-
You may not assign this TOS or allow third parties, other than Your
employees to use the Site without prior written consent of FANHD.
-
FANHD shall not be liable for any delay or failure in its performance of any of
the acts required by this TOS when such delay or failure arises for reasons
beyond FANHD's reasonable control.
-
If a court of competent jurisdiction finds any provision of this TOS to be
invalid or unenforceable as to any person or circumstance, such finding shall
not render that provision invalid or unenforceable as to any other persons or
circumstances. If feasible, any such offending provision shall be deemed to
be modified to be within the limits of enforceability or validity; however, if the
offending provision cannot be so modified, it shall be stricken and all other
provisions of this TOS in all other respects shall remain valid and
enforceable.
