You agree ShowingTime may increase the fees charged under these Terms and Conditions, once per twelve (12) month period, upon sixty (60) days prior notice to you. Notice will be provided by posting notice of the increase on our website. No increase in fees will be of a greater percentage than the greater of 5% or the percent change in CPI (defined below) during the twelve (12) month period preceding the date of that notice. As used herein, "CPI" means the Consumer Price Index computed by the United States Department of Labor, Bureau of Labor Statistics, not seasonally adjusted, entitled "All Items, All Urban Consumers, (CPI-U), 1982-84 = 100, U.S. City Average."
In order to obtain access to the non-public portions of the Software and Services, you must obtain a login name and password from ShowingTime. You agree that you will be responsible for maintaining your login name and password as private, confidential and personal and you shall safeguard and maintain their confidentiality. You will be liable for any activity that occurs as a result of your enabling or permitting another person or entity to use your password. You agree to immediately notify us in the event that (i) your password is lost or stolen, or (ii) you become aware of any unauthorized use of your password or of any other breach of security that might affect the Software and Services. ShowingTime is not responsible for any loss or damage arising from your failure to comply with the provisions of this Section.
You acknowledge and agree that ShowingTime may terminate your login name and password and/or other access privileges and remove and discard any information you have posted, including but not limited to times and dates of appointments, agents or brokers names and content information, property locations, and other materials ("Content") without notice to you for any reason, including without limitation, if (i) you do not use the Software and Services for what ShowingTime, in its sole discretion, deems to be an extended period of time, (ii) ShowingTime believes that you have violated any provision of this Agreement, and/or (iii) you have otherwise acted or failed to act in any manner that ShowingTime deems objectionable. You agree that any termination of your access to the Software and Services shall not result in any liability or other obligation of ShowingTime to you or any third party in connection with such termination.
To assure Software and Services compatibility, ShowingTime may access, store, and utilize hardware and software information about your computer, including: (1) the type of computer and processor, (2) the operating system and version on your computer, (3) the available disk and memory storage space available, (4) the speed of the computer, and (5) the version of software components used by ShowingTime, such as Microsoft .NET. No personal information is accessed, transmitted, or stored by ShowingTime without the User's explicit consent.
You may use the Software and Services for lawful purposes only. You may not post on or transmit through the Software and Services or other means any material that (1) violates or infringes in any way upon the rights of others, (2) violates Fair Housing Rules, is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane, indecent or otherwise objectionable, (3) encourages conduct that would constitute a criminal offense, (4) gives rise to civil liability, (5) violates any policies posted in any community areas or (6) otherwise violates any law, and you may not (7) collect or store personal data of other users of the Software and Services without the prior, written permission of such user(s), (8) directly or indirectly, intentionally disrupt or interfere with the Software and Services in any manner that may adversely affect ShowingTime or any user of the Software and Services and (9) upload, post, email or otherwise transmit any material that contains software viruses or any other code, files or programs designed or known to disable, interrupt, or limit the functionality of any computer hardware, computer software, or telecommunications equipment or facilities (subsections (1) through (9) are collectively referred to as "Prohibited Conduct"). Prohibited Conduct expressly includes any transmission of Content to people or other entities on mailing lists that you do not have full rights to use.
Although you retain ownership of all right, title and interest in Content, if any, that you post through the Software and Services, you agree ShowingTime owns all right, title and interest in any compilation, aggregation, collective work or other derivative work created by ShowingTime using or incorporating the Content; provided, however, ShowingTime will not reveal the phone numbers, addresses or other personal information of any individual in its use of the Content. Additionally, ShowingTime warrants that individual user data will not be released to other parties except in aggregate form, as necessary to perform the services or in reports provided on behalf of you. In addition, by posting Content through the Software and Services, you grant ShowingTime, its affiliates, subsidiaries, assignees, agents and licensees the irrevocable, perpetual, worldwide right to reproduce, display, perform, distribute, adapt and promote this Content in any medium and/or to incorporate in other works in any form, media, or technology now known or later developed. You waive any right to privacy in the Content. You waive any right to inspect or approve uses of the Content or to be compensated for any such uses.
ShowingTime has the right at any time to change, modify, add to or discontinue or retire any aspect or feature of the Software and Services including, but not limited to, the Software, Services, Content, hours of availability, and equipment needed for access or use. ShowingTime has no obligation to provide you with notice of any such changes.
ShowingTime is under no obligation to provide you with any error corrections, updates, upgrades, bug fixes and/or enhancements of the Software and Services.
DISCLAIMER OF WARRANTIES. FOR THE PURPOSES OF THIS AGREEMENT, "SOFTWARE AND SERVICES" SPECIFICALLY INCLUDES ALL THIRD PARTY CONTENT. YOUR USE OF THE SOFTWARE AND SERVICES IS AT YOUR SOLE RISK. THE SOFTWARE AND SERVICES IS PROVIDED "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE" FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY, UNLESS SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. SPECIFICALLY, SHOWINGTIME AND ITS VENDORS DISCLAIM IMPLIED WARRANTIES THAT THE SOFTWARE AND SERVICES IS MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. SHOWINGTIME AND ITS VENDORS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE AND SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE AND SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE AND SERVICES WILL BE CORRECTED. SHOWINGTIME AND ITS VENDORS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE AND SERVICES OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. SHOWINGTIME DOES NOT GUARANTEE THAT USERS WILL BE ABLE TO ACCESS OR USE THE SOFTWARE AND SERVICES AT TIMES OR LOCATIONS OF THEIR CHOOSING, OR THAT SHOWINGTIME WILL HAVE ADEQUATE CAPACITY FOR THE SOFTWARE AND SERVICES AS A WHOLE.
LIMITATION OF LIABILITY. SHOWINGTIME'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO ANY DEFECT IN OR DISSATISFACTION WITH THE SOFTWARE AND SERVICES AND/OR DISPUTE WITH SHOWINGTIME (INCLUDING WITHOUT LIMITATION YOUR USE OF OR INABILITY TO USE THE SOFTWARE AND SERVICES) IS TO DISCONTINUE YOUR USE OF THE SOFTWARE AND SERVICES. SHOWINGTIME AND ITS VENDORS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGE ARISING FROM YOUR USE OF THE SOFTWARE AND SERVICES (WHETHER BASED ON WARRANTY, CONTRACT OR TORT (INCLUDING NEGLIGENCE)) OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO ANY PARTY'S USE OF OR REGISTRATION WITH THE SOFTWARE AND SERVICES OR INABILITY TO USE OR REGISTER WITH THE SOFTWARE AND SERVICES. THESE EXCLUSIONS FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, ACTIVITIES PRIOR TO, DURING OF AFTER ANY MEETING SCHEDULED THROUGH THE SOFTWARE AND SERVICES, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, THE DELAY, TERMINATION OR SUSPENSION OF ANY TELECOMMUNICATION DEVICES, OR ANY OTHER DAMAGES OR LOSSES, EVEN IF SHOWINGTIME HAD BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, SHOWINGTIME AND ITS VENDORS' LIABILITY IN SUCH STATE OR JURISDICTION SHALL BE LIMITED TO THE AMOUNT PAID BY YOU TO SHOWINGTIME FOR ONE (1) YEAR OF SOFTWARE AND SERVICES OR TO THE EXTENT PERMITTED BY LAW. SHOWINGTIME DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCT OR SERVICE OFFERED THROUGH THE SOFTWARE AND SERVICES.
You agree to defend, indemnify and hold harmless ShowingTime, its vendors, and their respective directors, officers, shareholders, employees, and agents from and against all claims and expenses, including attorneys' fees, arising out of your supplying ShowingTime the Content and your use of or inability to use the Software and Services.
Neither Party may assign any right or interest in this Agreement, in whole or in part, without the other Party's written consent which consent will not be unreasonably withheld, except that no such consent will be required in connection with a merger, equity or debt financing, reorganization, sale of all, or substantially all, of such party's assets related to this Agreement or a change in control where greater than fifty percent (50%) of either Party is owned by anyone other than a current shareholder. Any attempt to assign this Agreement other than as permitted above will be null and void. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the Parties, their successors and assigns.
All trademarks, service marks, names, logos and similar identifiers appearing on the Software and Services are the property of ShowingTime.
Last Updated: September 25, 2017
"Third Party Partners" section added: October 29, 2018