Please read these Terms of Service (the Agreement) carefully. This Agreement is between you and Keller Williams Realty, Inc. (“we” or “us”). Unless different terms specifically apply to a particular website or service, this Agreement governs your access and use of any website or mobile application provided by us, including kw.com, KW Command (also known as Command or Keller Command), KW Marketplace or Keller Cloud (the Services).
By registering an account, clicking, or tapping any button or box marked “accept,” “agree” or “OK” (or a similar term), or by using the Services, you agree to be bound by the terms of this Agreement and any changes to it. References to “you” and “your” in this Agreement mean both the individual using the Services and to an Organization (defined below).
THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION THAT, AS DESCRIBED IN SECTION 16 BELOW, REQUIRES USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN BY JURY TRIALS OR ANY OTHER COURT PROCEEDINGS, OR CLASS ACTIONS OR CLASS ARBITRATIONS.
You affirm that you are of legal age to enter into this Agreement. If you are accessing or using the Services on behalf of, or for the benefit of, an entity (an Organization), then you are agreeing to this Agreement on behalf of yourself and the Organization, and you represent that you have the authority to do so.
1. CHANGES.
We may change this Agreement by notifying you by any reasonable means, including posting a revised Agreement through the Services. The “Last Updated” legend shows when this Agreement was last changed.
Subject to applicable data privacy laws, we may, at any time and without liability: (a) modify or discontinue all or part of the Services; or (b) charge, modify, or waive any fees required to use the Services.
2. LICENSE TO USE THE SERVICES.
We grant you a limited, revocable, non-exclusive license to use the Services and we provide the Services for your personal use only unless we agree otherwise. The Services, and all its elements, are owned by us or licensed to us by third parties. We and such third-party licensors retain all right, title, and interest in the Services, including all patent, copyright, trademark, and trade secret rights therein.
The Services may not work with all hardware or devices. You are responsible for obtaining, maintaining and paying for all hardware and all telecommunications and other services needed for you to use the Services. The Services may include software applications that may make available additional products and services (these are collectively referred to as the “Apps”). You may be required to download or use specific software and Apps for certain components of the Services to function properly.
3. REGISTRATION; USERNAMES AND PASSWORDS.
You may have to register an account with us to use the Services. We may reject, or require that you change, any username, password or other information that you provide to us in registering. Your username and password are for your personal use only and must be kept confidential. You are responsible for the security of your account and all actions associated with it. You must promptly notify us of any confidentiality breach or unauthorized use of your username or password, or your Services account.
4. INFORMATION COLLECTED THROUGH THE SERVICES.
Client Data. “Client Data” means any information related to former, current, or prospective clients of KWRI or its agents, or information related to you that is uploaded, or synchronized with Apps (defined in Section 2), in the Services.
Information You Provide Through the Services. You promise that: (a) you have complied with and will continue to comply with all laws applicable to any information you provide or access through the Services, including but not limited to Client Data (as defined below); (b) such information is and will remain accurate and complete, and you will maintain and update the information as needed; and (c) you have all necessary rights and permissions to authorize the processing of such information under this Agreement.
Privacy Policy. You agree that the Services, including Apps licensed by us, may collect, transmit, and process data as described in the KWRI Privacy Policy located at Privacy (the Privacy Policy), as such policy may be updated over time.
5. YOUR CONDUCT. YOU MUST NOT:
- Post, transmit or make available any materials that are or may be: (a) threatening, harassing, degrading, hateful or intimidating, or otherwise fail to respect the rights and dignity of others; (b) defamatory, libelous, fraudulent or otherwise tortious; (c) obscene, indecent, pornographic or otherwise objectionable; or (d) protected by copyright, trademark, trade secret, right of publicity or privacy or any other proprietary right, without the express prior written consent of the applicable owner.
- Post, transmit or otherwise make available any virus, worm, Trojan horse, Easter egg, time bomb, spyware or other computer code, file or program that is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment (each, a Virus).
- Use the Services in any way or for any purpose that is unlawful, fraudulent, or otherwise tortious.
- Impersonate someone else in relation to your activities on the Services.
- Transmit any spam, chain letters or other unsolicited communications.
- Harvest or collect information about users of the Services.
- Interfere with the operation or content of the Services, or the servers or networks used to make the Services available (for example, by hacking or defacing any portion of the Services), or violate any requirement, procedure or policy of such servers or networks.
- Inhibit any other person from using the Services.
- Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute or otherwise exploit any portion of the Services.
- Reverse engineer, decompile or disassemble any portion of the Services.
- Remove or alter any copyright, trademark or other proprietary rights notice from the Services.
- Frame or mirror any portion of the Services, or incorporate any portion of the Services into any product or service.
- Systematically download or store Services content.
- Tamper with or circumvent any security technology associated with the Services.
- Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather Services content (including Submissions), or reproduce or circumvent the navigational structure or presentation of the Services, without our express prior written consent.
We may monitor your use of the Services to determine compliance with this Agreement. We may remove or refuse any data or material included in the Services, in whole or in part, for any reason. We may disclose information regarding your access to and use of the Services, and the circumstances surrounding such access and use, to anyone for any reason or purpose.
6. THIRD PARTY MATERIALS; LINKS.
Some of the Services’ functionality may include third-party materials, including Apps (Third Party Materials), or allow for the routing or transmission of such Third Party Materials, including via links. By using such functionality, you are directing us to access, route and transmit to you the applicable Third Party Materials.
We do not endorse, and make no representations or warranties related to, any aspect of the Third Party Materials. Your use of any Third Party Materials is at your own risk and subject to any additional terms, conditions, and policies applicable to such Third Party Materials (such as terms of service or privacy policies of the providers of such Third Party Materials) (the Third Party Terms). You are solely responsible for your compliance with such Third Party Terms. We have no obligation to monitor any Third Party Materials, and we may block or disable access to any Third Party Materials (in whole or in part) through the Services at any time.
7. TRANSACTIONS.
We may give you the ability to purchase products, services or access to Apps through the Services (each a “Transaction”). In order to make a Transaction, you may be asked to supply information, such as your credit card number and its expiration date, and your billing address. You promise that you have the right to use the credit card you use or submit in connection with a Transaction, and you grant to us the right to provide such information to third parties for purposes of facilitating Transactions. Verification of information may be required prior to the acknowledgment or completion of any Transaction.
We may, with or without prior notice, (a) limit or discontinue access to any product, service or App; (b) impose conditions on the honoring of any coupon, discount or similar promotion; (c) prevent any user from making any Transaction; and (d) refuse to provide any user with any product, service or App. Unless otherwise specifically stated, Transactions are final, non-cancellable, and non-refundable. You must pay all charges incurred by you or on your behalf at the prices in effect when such charges are incurred. Additionally, you are responsible for any taxes applicable to your Transactions.
8. SUBSCRIPTIONS; PAYMENT AUTHORIZATION.
If you purchase an App, product, or service through an App, or if you start a free trial for an App, product or service, that is a “Subscription”. Your Subscription will renew automatically at the regular subscription price and at the frequency stated when you made the purchase or began the free trial, unless you are otherwise notified in writing. UNLESS YOU SET A SUBSCRIPTION TO STOP AUTOMATICALLY RENEWING PRIOR TO ITS RENEWAL DATE, OR CANCEL A FREE TRIAL BEFORE IT ENDS, EACH IN THE MANNER SPECIFIED BY THE APP OR THE SUBSCRIPTION TERMS, YOU AUTHORIZE US (WITHOUT FURTHER NOTICE TO YOU, UNLESS OTHERWISE REQUIRED BY APPLICABLE LAWS) TO CHARGE THE PAYMENT METHOD YOU HAVE PROVIDED TO US IN THE AMOUNT OF THE THEN-CURRENT SUBSCRIPTION FEES AND ANY APPLICABLE TAXES, ON A MONTHLY BASIS OR AT ANY OTHER FREQUENCY SPECIFIED BY THE APP OR THE SUBSCRIPTION TERMS AND AGREED TO BY YOU. If we cannot charge your payment method for any reason, such as an expired payment method or insufficient funds, you remain responsible for any uncollected amounts. We may attempt to charge your payment method again as you update your payment information. We may terminate a subscription, or change the terms of subscriptions, at any time. If we terminate a subscription, you will receive a prorated refund if applicable.
9. SUBMISSIONS.
Users may make available information, data and materials through or in connection with the Services (each a “Submission”), including on profile pages or through the Services’ interactive features and submitting reviews of Apps. We have no control over, and we are not responsible for, any Submission, or use or misuse (including any distribution) of Submissions. We have the right to remove, screen, edit or reinstate any Submissions, including reviews, in our sole discretion and without notice to you. If you choose to make any of your personally identifiable or other information publicly available through the Services, you do so at your own risk.
Additionally, if you provide to us any ideas, proposals, suggestions or other materials (Feedback), such Feedback will be deemed a Submission, and you hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited and without restriction, and does not place us under any fiduciary or other obligation.
10. LICENSE.
As between you and us, you retain ownership of your Submissions, exclusive of any visual interfaces, designs, aggregated data that is not identified with an individual, or other elements of the Services. For each Submission, you grant to us an unlimited, worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license, without additional consideration to you or any third party, to reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use, analyze and exploit such Submission (provided that our use and other processing of Personal Information as defined in the Privacy Policy does not violate the Privacy Policy), in any format or media now known or later developed, and for any purpose (including promotional purposes, such as testimonials).
You promise that you have all rights necessary to grant the licenses granted in this Agreement, and that your Submissions are complete and accurate, and are not fraudulent, tortious or in violation of any applicable law or any right of any third party. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials related to each Submission that you may have under any applicable law under any legal theory.
11. KELLER WILLIAMS’ PROPRIETARY RIGHTS.
We and our suppliers own the Services, which are protected by proprietary rights and laws. Our trade names, trademarks and service marks include Keller Williams, KW and any associated logos. All trade names, trademarks, service marks, logos, copyrightable works and other content, information and materials on or made available through the Services that are not owned by us are the property of their respective owners. You may not use our trade names, trademarks, service marks or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the Services should be construed as granting any right to use any trade names, trademarks, service marks, logos, copyrightable works or other content, information and materials without the express prior written consent of the owner.
12. DISCLAIMER OF WARRANTIES.
THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND AND WE DO NOT PROVIDE ANY WARRANTY THAT THE SERVICES WILL BE FREE FROM ERRORS OR INTERRUPTION. YOUR USE OF THE SERVICES IS AT YOUR OWN RISK.THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
13. LIMITATION OF LIABILITY.
NEITHER WE NOR OUR AFFILIATES AND ANY RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “AFFILIATED ENTITIES”) WILL BE LIABLE FOR: (A) ANY LOST PROFITS, REVENUES, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COST OF COVER, OR PUNITIVE DAMAGES; OR (B) AGGREGATE LIABILITY OF ALL AFFILIATED ENTITIES, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEEDING THE GREATER OF (I) THE TOTAL AMOUNT PAID BY YOU TO US IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE CAUSE OF ACTION FOR DAMAGES, OR (II) FIFTY DOLLARS ($50.00). YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICES (INCLUDING ANY APPS OR THIRD PARTY MATERIALS) IS TO STOP USING THE SERVICES. ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH US AND THE AFFILIATED ENTITIES, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
14. INDEMNITY.
You will defend, indemnify and hold harmless us and the Affiliated Entities, and their respective successors and assigns, from and against all claims, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees and expenses) arising out of or relating to: (a) your use of, or activities in connection with, the Services (including all Submissions); and (b) any violation or alleged violation of this Agreement by you.
