Standard Agreement
Last updated : 18th July, 2022
WHEREAS: A. Attentive Inc. (“Attentive”, “we”, “us” or “our”) through its Site, Products, Services and Deliverables (all defined below) detailed herein inter alia provide the user with the requested information about identified real-estate properties or geographical locations; B. The user of the Site, recipient of the Services (“you” or “user”), through accessing the Site and/or by executing a Quote (as defined below) and/or opening an account with us, has expressed an interest in accessing Attentive’s Site and services in accordance with the Agreement (as defined below); C. We agree to give access to our Site and provide services detailed in the Standard Agreement (“Standard Agreement”) and any other quote (“Quote”) that may be entered into between you and us (each a “Party” and collectively, “Parties”), which together make up the legal agreement between Attentive and the user. In case of any conflict between this Standard Agreement and the Quote, the Quote shall prevail.
1.1. The Standard Agreement, along with Quote (if any) (“Agreement”), constitutes a legally binding agreement made between the Parties concerning: (i) your access to and use of Attentive AI’s websites (e.g., https://attentive.ai, http://app.attentive.ai/, and other websites through which we may provide you with Product, Report, Services and Deliverables (all defined below)), any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the “Site”); (ii) tools, products, solutions or customizations provided to you by us through the Site (“Product(s)”); and (iii) customized services being availed by you (“Services”) and the associated work products created as a result of the Services (“Deliverables”) in accordance with the Quote entered into between the Parties.
1.2. Our Site, Products and Deliverables inter alia provide you information with the requested information about identified real-estate properties or geographical locations (information about each individual property or location referred to as a “Report”). You agree that by accessing the Site, Products or availing the Services, you have read, understood, and agree to be bound by all of the Agreement. If you do not agree with all of the Agreement, then you are expressly prohibited from using the Site, Products, Services and Deliverables and you must discontinue any use immediately.
1.3. Any additional conditions, policies, API guidelines or supplemental terms that we make available to you or on the Site are hereby expressly incorporated herein by reference and will be governed by the Standard Agreement (to the extent applicable). We reserve the right, in our sole discretion, to make changes or modifications to the Standard Agreement at any time and for any reason. The Quote shall be amended on mutual agreement of both Parties. We will alert you about any changes by updating the “Last updated” date of the Standard Agreement and all rights and obligations that may have arisen in the past will be governed by the amended Standard Agreement, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review the Standard Agreement to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Standard Agreement by your continued use of the Site after the date such revised Standard Agreement are posted.
1.4. The information provided on the Site (along with the terms of our Privacy Policy) and the Products, Deliverables, and any services provided under the Agreement is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Site or avail Services or use the Deliverables from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable and we specifically exclude any liability that may be incurred on account of such access to the Site.
1.5. The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Site.
2. INTELLECTUAL PROPERTY RIGHTS
2.1. Unless specifically provided for otherwise, the Site, Products, add-ons (if any) and Deliverables (collectively, “SP&D”) are our proprietary property and all information, customizations, Reports, source code, algorithms, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the SP&D (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or have been licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and anti-trust laws of the United States, foreign jurisdictions, and international conventions.
2.2. Subject to the terms detailed herein, if you are provided with any Deliverable or Report, you are granted a perpetual, irrevocable, non-exclusive, not for resale, worldwide, royalty free, fully paid up license to use, make, execute, reproduce, display, prepare derivative works based upon (other than through machine learning), and distribute (internally) copies of the Deliverables/Reports. You are prohibited from sub- licensing the intellectual property embedded in the Deliverables/Reports or selling copies of the Deliverables/Reports in any form to any other party.
2.3. Please also note that any derivative data generated as a part of providing our Products to you and/or your access to the Site will be solely and entirely owned by us and to this extent you waive any right (legal or moral) to such derivative data. The Content and the Marks are provided on the SP&D “AS IS” for your information and personal use only. Except as expressly provided in the Agreement, no part of the SP&D and no Content or Marks may be shared, copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.
2.4. Provided that you are eligible to use the Site, you are granted a limited license to access and use the Site and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal or enterprise use. These rights are granted only to the single identified user of the website in whose name the user ID is created. We reserve all rights not expressly granted to you in and to the SP&D, the Content and the Marks.
2.5. If you sign up with us, you hereby grant us the limited right to display your trademarks, service marks and logos for our promotional and marketing purposes on the Site or our marketing or investment material. It is your responsibility to make available to us any usage guidelines associated with the use of your trademarks, service marks and logos.
2.6. Notice for Claims of Intellectual Property Violations and Copyright Infringement
3. USER REPRESENTATIONS
3.1. By using the SP&D and availing the Services, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity to bind the entity that you represent to comply with the Agreement; (4) you are not a minor in the jurisdiction in which you reside or are not prohibited from availing the Services; (5) you will not access the SP&D or avail the Services
We respond to notices of alleged copyright infringement under the United States Digital Millennium Copyright Act. We try to ensure that items and content on our Site do not infringe upon the copyright, trademark, or certain other intellectual property rights of third parties. If you believe that your intellectual property rights have been infringed, please notify us and we will investigate through automated or non-human means, whether through a bot, script or otherwise; (6) you will not use the SP&D or avail the Services for any fraudulent, illegal, unlawful or unauthorized purpose; (7) your use of the SP&D or availing the Services will not violate any applicable law or regulation; (8) your use of the SP&D (or its derivatives) does not compete with us either directly or indirectly; and (9) in case you provide any information to us under the Agreement, such sharing of information is in accordance with applicable law.