The submission of information to, and use of, the real estate information services (collectively, the “Service”) available through the Catalyst Analytics and 3L Score web sites (located at http://www.catalystanalytics.com, http://www.3Lscore.com, http://www.ThreeLScore.com, http://www.LLLscore.com) is subject to the following terms of use (the “Terms of Use” or the “Agreement”). BY SUBMITTING INFORMATION to, or accessing information from, the Service, YOU, the end user customer (“Customer”) AGREE TO THE FOLLOWING TERMS OF USE. These Terms of Use are a legal agreement between you and Catalyst Analytics, LLC (“Catalyst Analytics” or the “Company”). You also agree to the Catalyst Analytics Privacy Policy, which is available by hyperlink at the bottom of this page.
If you do not agree to these Terms of Use and the Privacy Policy, do not submit information to, or access information from, the Service. Catalyst Analytics may update these terms of use at any time and without notice. The latest version of the Terms of Use is available on the Catalyst Analytics website.
GENERAL PROVISIONS
1. Subscriber Privileges
This Agreement between Catalyst Analytics and Customer concerns one or more electronic databases developed and maintained by Catalyst Analytics each consisting of a proprietary database (the ‘Database’) of demographic, household and housing information, including but not limited to, the information, text, photographic and other images and data contained therein (collectively, the ‘Information’) and the proprietary organization and structures for categorizing, sorting and displaying such Information.
Those portions of the Database that are licensed hereunder, including any updates or modifications provided thereto, and any information derived from the use of the Database, are collectively referred to herein as the “Product” or “Service.” During the term of this Agreement, Catalyst Analytics hereby grants to Customer a nonexclusive, nontransferable license to use only those portions of the Product that are expressly identified on the Order Form, which shall be deemed Exhibit A to this Agreement, and incorporated herein as though fully set forth, subject to and in accordance with the terms of use of this Agreement. The Product may be used by no more than the number of users set forth on the Order Form, which shall be deemed Exhibit A to this Agreement, and incorporated herein as though fully set forth. All of such users (the “Authorized Users’) must be individuals (1) employed by Customer or an Independent Contractor of Customer at a site identified on the Order Form and (2) included on Catalyst Analytics’ list of Authorized Users for the Product. An ‘Independent Contractor” is defined as an individual person working solely for Customer and not for another company with real estate information and/or demographic needs and performing substantially the same services for Customer as an employee of Customer. Customer will ensure that access to and use of the Product, and the user names, passwords used to access the Product are available only to Authorized Users, and will not allow anyone other than an Authorized User access to the Product or Passcodes for any reason.
No employee, independent contractor, agent, or affiliate of a competing real estate or demographic information service is permitted to access any of the Password Protected Areas of the Catalyst Analytics web site without express written permission from Catalyst Analytics.
Catalyst Analytics requires that each registered user maintain a valid email address and a password, which shall be utilized for logging on to the Catalyst Analytics system. Customers are not permitted to share their individual logon information with others. Catalyst Analytics has the right to refuse service to any customer, subscriber, individual, organization, or firm (and all members associated or affiliated with said organization or firm) that refuses to abide by the terms of use herein, or abuses their rights related to the Catalyst Analytics service.
Upon registration, which is free, Customer becomes a Basic Subscriber. A Basic Subscriber may generate a single 3L Score™ for any address in the United States. A Basic Subscriber will also have access to articles and videos published by Catalyst Analytics and maintained on the website. In order to generate multiple Catalyst Analytics 3L Scores™, or access the Catalyst Quarterly Newsletter, the Customer must upgrade to a Paid Subscription.
Catalyst Analytics utilizes email as a vital and primary communication channel with customers. As a registered user, Customers hereby acknowledge and grant Catalyst Analytics the permission to communicate with customers via email (as well as other communication channel such as phone and fax) for any purposes Catalyst Analytics determines to be relevant including, but not limited to, system messages, product updates, service announcements and other marketing messages. Catalyst Analytics will use its best efforts to honor Customer’s request to opt out of marketing messages, but under no circumstances will Catalyst Analytics have any liability for sending any email to its registered users/customers. By becoming a member or Customer of Catalyst Analytics, LLC, you acknowledge and agree that Catalyst Analytics, LLC may record telephone and other electronic communications it has with you for Catalyst Analytics, LLC’s internal business purposes, including but not limited to training and quality assurance purposes.
2. Term
The term of this Agreement shall begin on the date payment for Catalyst Analytics Products or Services is received, and shall continue until the quantity of the limited subscription is exhausted, or 365 days have passed, whichever shall come first. A prepaid annual unlimited subscription shall expire 365 days after the date payment is received. A prepaid 90-Day unlimited subscription shall expire 90 days after the date payment is received. A prepaid Month to Month unlimited subscription shall expire 30 days after the date payment is received. If you are not satisfied with the service, you may cancel your subscription at any time and receive a refund for full unused months of your subscription. The fees paid for monthly (month to month) subscriptions are non-refundable, regardless of whether the subscription is terminated prior to the end of the then-current monthly billing period. Discounts received via a product bundle are subject to removal when product(s) in bundle are canceled. Prepaid fees will be refunded based on the number of months remaining on the contract period, beginning with the month following receipt of written cancellation, but may be subject to adjustment according to current monthly product pricing and subject to adjustment for any incentives or discounts provided for said prepayment. A customer choosing to cancel a prepaid subscription prior to the end of its prepaid term may also be subject to a $15 processing fee. No partial month refunds will be provided.
Subscriptions will automatically renew using the Customer’s current credit card account number unless Customer cancels their subscription with written notice delivered via email to support@3lscore.com three (3) business days prior to the renewal date to cancel such subscription. All cancellation requests will be processed within five (5) business days. Once the cancellation is processed, a confirmation email will be sent via the customer’s email account on record with Catalyst Analytics. If Customer has a question about a cancellation, Customer should contact Catalyst Analytics Customer Support at support@3lscore.com or at 888-600-2370. The Company reserves the right to change its fees or billing methods at any time. The Company will provide timely notice to the affected Customers of any such changes.
It is the Customer’s responsibility to promptly provide the Company with any contact or billing information changes or updates (including phone number, email address, credit card numbers, etc.). Account updates should be made via email at support@3lscore.com. Catalyst Analytics does not validate all credit card information required by the Customer’s payment provider to secure payment.
The term for the Catalyst Quarterly Newsletter shall expire after Customer has received four issues.
The Customer’s subscription is defined and set forth on the Order Form, which shall be deemed Exhibit A to this Agreement, and incorporated herein as though fully set forth.
3. Use of Information
Customer agrees to treat all information obtained from the Product and/or Service, including demographic, housing and household data and any information otherwise made available to Customer in the Product and/or Service (individually and collectively, the “Content”) as proprietary to Catalyst Analytics. Customer agrees that Content reserved for members will be maintained as confidential and shall be protected as a trade secret of Catalyst Analytics. Catalyst Analytics does not ensure the accuracy of, endorse or recommend any Content and Customer uses such Content at the Customer’s own risk.
Catalyst Analytics 3L Score™, Catalyst Quarterly newsletter and other similar products, reports and services, and any and all Content offered by Catalyst Analytics to Customer ARE PROVIDED SOLELY FOR GENERAL INFORMATION, AND DO NOT CONSTITUTE REAL ESTATE, LEGAL, TAX, ACCOUNTING, OR OTHER PROFESSIONAL ADVICE. BEFORE ACTING ON ANY INFORMATION PROVIDED BY CATALYST ANALYTICS, CUSTOMER SHOULD CONSULT AN APPROPRIATE PROFESSIONAL.
Customer shall limit access to and use of Catalyst Analytics 3L Score™, and access to Catalyst Quarterly Newsletter information to personal and internal use, and shall not use any information obtained from the Product and/or Service for further distribution, publication, public display, or preparation of derivative works or facilitate any of these activities in any way. Customer shall not use or reproduce any Content that is obtained from the Service, or that is otherwise made available to Customer in the Service, for or in connection with any other listing service or device. Customer further shall not use the Service in any other manner for or in connection with any other listing service or device. Customer shall not use the Catalyst Analytics Service as part of any effort to compete with Catalyst Analytics, including without limitation using the Catalyst Analytics Service to provide, alone or in combination with any other product or service, any database services to any third party or any use that causes a reduction or loss from an existing or potential Catalyst Analytics customer, nor shall Customer remove, erase, or tamper with any copyright or other proprietary notice printed or stamped on, affixed to, or encoded or recorded in the Catalyst Analytics Service. Customer shall not use any robot, spider or other automated process to monitor, data mine or copy Catalyst Analytics products, services or information; decompile, decode or reverse engineer Catalyst Analytics software; or use Catalyst Analytics products or services in an unlawful manner, such as for offensive, abusive, tortious, libelous, defamatory or other illegal purposes. Customers violating these specific terms, specifically those customers searching the Service in an abusive or excessive manner, by automated or manual means, shall be subject to immediate termination of their membership and will be assessed an excessive use fee of $500.
4. Passwords/Logins
Subscribers, registered users and Customers are required to maintain the confidentiality of all logins and passwords. You are responsible for the activities that occur under your account, login or password. Catalyst Analytics is not responsible for any loss or damage arising from your failure to maintain the confidentiality of your account, logon information or password and/or failure to comply with the terms of use set forth in the Subscriber Privileges and Use of Information or Ownership sections of this Agreement that relate to confidentiality of account, logon or password information.
5. Payment Terms
Customer agrees to pay for all Products and/or Services ordered through the Catalyst Analytics web site or via the Catalyst Analytics sales team using the payment method indicated, and provides Catalyst Analytics express authorization to charge said fees to the Customer’s payment provider at time of purchase. Fees owed depend on the specific type and quantity of Catalyst Analytics products, services, information, or deliverables (collectively “Deliverables”) ordered. Payment of fees shall not be contingent on any events other than the delivery of the ordered Deliverables. Any attorney fees, court costs, or other costs incurred in collection of delinquent undisputed amounts shall be the responsibility of and paid for by Customer. If payment is not current, Catalyst Analytics may immediately cease to provide any and all Deliverables to the customer. The fees paid for subscriptions are non-refundable, regardless of whether the subscription is terminated prior to the end of the term of this Agreement. A customer choosing to cancel a prepaid subscription prior to the end of its prepaid term may also be subject to a $15 processing fee.
Once the cancellation is processed, a confirmation email will be sent via the customer’s email account on record with Catalyst Analytics. If Customer has a question about a cancellation, Customer should contact Catalyst Analytics Customer Support at support@3lscore.com or at 888-600-2370. Catalyst Analytics reserves the right to change its fees or billing methods at any time. Catalyst Analytics will provide timely notice to the affected Customers of any such changes.
It is the Customer’s responsibility to promptly provide Catalyst Analytics with any contact or billing information changes or updates (including phone number, email address, credit card numbers, etc.).
The Customer must notify Catalyst Analytics about any billing problems or discrepancies within 90 days after charges first appear on their Account statement. If it is not brought to Catalyst Analytics’ attention within 90 days, Customer agrees to waive their right to dispute such problems or discrepancies.
6. Termination
Catalyst Analytics reserves the right to terminate a Customer’s subscription at any time without prior notice with or without cause. Cause for termination includes, but is not limited to, breaches or violations of the Terms of Use, requests by law enforcement, fraudulent or illegal activity by you, discontinuance or material modification of Catalyst Analytics services, nonpayment of fees owed by Customer in connection with Catalyst Analytics products and/or services, account inactivity or technical or security issues. Upon termination, Catalyst Analytics shall have no obligation to maintain or forward any content in Customer’s account.
7. Ownership and License Grant
Catalyst Analytics retains all rights (including Intellectual Property Rights as defined below), title and interest in the Catalyst Analytics Web site, and all underlying technology and data including any enhancements and improvements thereto as a result of providing the Deliverables hereunder. Customer will not and will not allow others to: reverse engineer, decompile, disassemble, merge, copy, use, disclose, sell or transfer the underlying source code or structure or sequence of Catalyst Analytics’ technology or delete or alter author attributes or copyright notices. Customer shall use the Catalyst Analytics system solely for their own use and shall not allow others to use the Catalyst Analytics system under or through that Customer’s login ID/email and password.
Intellectual Property Rights means all intellectual property rights (throughout the universe, in all media, now existing or created in the future, for all versions and elements, in all languages, and for the entire duration of such rights) arising under statutory or common law, contract, or otherwise, and whether or not perfected, including without limitation, (a) all rights associated with works of authorship including without limitation copyrights, moral rights, copyright applications, copyright registrations, synchronization rights; (b) rights associated with trademarks, service marks, trade names, logos, trade dress, and the applications for registration and registrations of trademarks and service marks; (c) rights relating to the protection of trade secrets and confidential information; (d) rights analogous to those set forth in this definition and any and all other proprietary rights relating to intangible property; and (e) divisions, continuations, renewals, reissues, and extensions of the foregoing (as and to the extent applicable) now existing, later filed, issued, or acquired.
8. Limitation of Liability and Indemnification
CUSTOMER ACKNOWLEDGES THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, CATALYST ANALYTICS AND ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND THIRD PARTY SUPPLIERS (COLLECTIVELY, THE ” CATALYST ANALYTICS PARTIES”) WILL NOT BE HELD LIABLE FOR ANY LOSS, COST OR DAMAGE SUFFERED OR INCURRED BY CUSTOMER OR ANY THIRD PARTY ARISING OUT OF OR RELATED TO ANY FAULTS, INTERRUPTIONS OR DELAYS IN THE PRODUCT AND/OR SERVICE, OUT OF ANY INACCURACIES, ERRORS OR OMISSIONS IN THE INFORMATION CONTAINED IN THE PRODUCT AND/OR SERVICE, REGARDLESS OF HOW SUCH FAULTS, INTERRUPTIONS, DELAYS, INACCURACIES, ERRORS OR OMISSIONS ARISE, OR FOR ANY UNAUTHORIZED USE OF THE PRODUCT. IN NO EVENT SHALL CATALYST ANALYTICS PARTIES BE LIABLE FOR ANY INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS, INTERRUPTION OF BUSINESS, LOSS OF GOODWILL OR BUSINESS REPUTATION, OR OTHER INTANGIBLE LOSS, RESULTING FROM ANY INACCURACIES, ERRORS OR OMISSIONS IN THE INFORMATION, PRODUCTS OR SERVICES PROVIDED BY CATALYST ANALYTICS PARTIES, RELIANCE BY THE CUSTOMER ON THE COMPLETENESS OR ACCURACY OF INFORMATION, PRODUCTS OR SERVICES PROVIDED BY CATALYST ANALYTICS PARTIES, LOSS OF USE OF DATA, LOSS OF DATA, COMPUTER VIRUSES, COMPUTER CORRUPTION, DELETION OR CORRUPTION OF CONTENT OR DATA MAINTAINED OR TRANSMITTED THROUGH THE USE OF CATALYST ANALYTICS PARTIES’ PRODUCTS AND/OR SERVICES, OR CUSTOMER’S FAILURE TO KEEP CUSTOMER’S LOGIN AND/OR PASSWORD SECURE AND CONFIDENT WHICH ARISE OUT OF THE CUSTOMER’S USE OF CATALYST ANALYTICS PARTIES’ PRODUCTS OR SERVICES PURSUANT TO THIS AGREEMENT. Customer’s exclusive remedy, and Catalyst Analytics’ entire liability under this Agreement shall be a refund to Customer of the fees paid to Catalyst Analytics hereunder, and in no event will Catalyst Analytics’ liability for any reason exceed such fee. Catalyst Analytics (and its officers, directors, employees and agents) shall not be liable for any damages whatsoever arising from Customer’s use of the Deliverables, and Customer shall defend against, indemnify Catalyst Analytics (and Catalyst Analytics’ officers, directors, employees and agents) for, and hold each of them harmless from and against any and all costs, damages or losses by any of them (including, without limitation, reasonable attorneys’ fees) as a result of a claim by any person other than Customer arising from Customer’s use or application of the Products, Services or the Deliverables. Some jurisdictions do not allow the exclusion of liability for certain damages. As a result, some of the exclusions above may not apply to you.
9. Warranty Disclaimers
THE CATALYST ANALYTICS 3L SCORE™ AND CATALYST QUARTERLY NEWSLETTER ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. CATALYST ANALYTICS MAKES NO PROMISES, REPRESENTATION OR WARRANTIES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE CATALYST ANALYTICS 3L SCORE™ AND CATALYST QUARTERLY NEWSLETTER, INCLUDING THEIR ACCURACY, OPERATION, CONFORMITY TO ANY REPRESENTATION OR DESCRIPTION, OR THE EXISTENCE OF ANY LATENT OR PATENT DEFECTS, AND CATALYST ANALYTICS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, QUIET ENJOYMENT, WORKMANLIKE EFFORT, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES RELATING TO ENCUMBERANCES OR LIENS, AND, UNDER THE LAW OF THE UNITED STATES, THE IMPLIED CONDITIONS OF SATISFACTORY QUALITY AND ACCEPTANCE AS WELL AS ANY LOCAL JURISDICTIONAL ANALOGUES TO THE ABOVE AND OTHER IMPLIED OR STATUTORY WARRANTIES. CATALYST ANALYTICS MAKES NO PROMISES, REPRESENTATIONS OR WARRANTIES THAT ACCESS TO CATALYST ANALYTICS’ PRODUCTS AND/OR SERVICES WILL BE UNINTERRUPTED OR SECURE. ANY MATERIAL DOWNLOADED FROM CATALYST ANALYTICS’ WEB SITE, INCLUDING CATALYST ANALYTICS 3L SCORE™ AND CATALYST QUARTERLY NEWSLETTER IS ACCESSED AT CUSTOMER’S OWN DISCRETION AND RISK, AND CUSTOMER WAIVES ALL CLAIMS AND CAUSES OF ACTION RELATING TO ANY DAMAGE TO CUSTOMER’S COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE OR LOSS OR CORRUPTION OF DATA THAT RESULTS FROM SUCH DOWNLOADS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CATALYST ANALYTICS OR ITS SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. AS A RESULT, SOME OF THE EXCLUSIONS ABOVE MAY NOT APPLY TO YOU.
10. Links to Third Party Sites
This web site may contain hyperlinks to other web sites operated by parties other than Catalyst Analytics, LLC and its subsidiaries which are beyond Catalyst Analytics’ control. Parties other than Catalyst Analytics may provide services or sell product lines on this site that take you outside of our service. This includes links from advertisers, sponsors, and content partners that may use Catalyst Analytics’ logo(s) as part of a co-branding relationship. For example, if you click on a banner advertisement the click may take you off the Catalyst Analytics site. Catalyst Analytics does not control, is not responsible for examining or evaluating, and does not warrant the offerings of, any of these businesses or individuals or the content of their web sites. Catalyst Analytics does not assume any liability for the actions, product, and content of all of these and any other third parties. Catalyst Analytics makes no representations and cannot be held responsible for the accuracy, relevancy, copyright compliance, legality, or decency of material on such third party web sites. When you click on a link that leaves the Catalyst Analytics site, the site you will land on is not controlled by Catalyst Analytics and different terms of use and privacy statements may apply. Catalyst Analytics also does not assume, and expressly disclaims, all liability for any viruses, worms, Trojan horses, defects, or other malfunctions caused by, resulting from, existing within, or in connection with such third party sites and any links thereto.
11. Governing Law
This Agreement, and the Deliverables provided by Catalyst Analytics, shall be governed by the laws of the State of California,
without reference to conflict of laws principles. The parties hereby consent to the exclusive jurisdiction and venue of the State and Federal courts of San Diego County, California for the adjudication of any disputes or claims arising out of and/or related to this Agreement. If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of this Agreement, which shall remain in full force and effect.
12. Assignment
This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns. The rights under this Agreement or any license granted hereunder may not be assigned, sublicensed or otherwise transferred by Customer without the prior written consent of Catalyst Analytics, which retains the right to withhold consent in its sole discretion.
13. Waiver and Severability
The failure of Catalyst Analytics to exercise or enforce a legal right or remedy contained in the Terms of Use does not constitute a waiver of any such right or remedy. No waiver of any right, term or provision of the Terms of Use is deemed a waiver of any other right, term or provision. If a court of competent jurisdiction finds any provision of the Terms of Use to be invalid, Customer agrees that the remaining terms and provisions remain in full force and effect.
14. Notices
All notices given hereunder shall be in writing, delivered personally or mailed by registered or certified mail, return receipt requested, or delivered by a well-recognized overnight U.S. or international carrier. If such notice is being delivered to Customer, such notice shall be delivered to Customer’s address specified on the Order Form or to such other address as Customer may specify, and if being delivered to Catalyst Analytics, delivered to the address set forth on the Order Form, Attention: Director of Sales, or to such other address as Catalyst Analytics may specify. All notices will be deemed given if delivered personally, on the day of delivery, if mailed by registered or certified mail, three days after the date of mailing, if delivered by overnight U.S. mail, one day after mailing, and if delivered by overnight international mail, four days after mailing. Customer agrees that Catalyst Analytics may include notices on invoices sent to Customer by regular mail.
15. Customer’s Breach and Attorneys’ Fees
Customer acknowledges that in the event of a breach of any of these terms by Customer, Catalyst Analytics may suffer irreparable harm and shall be entitled to injunctive relief (without the necessity of posting a bond) as well as all other monetary remedies available at law or in equity. The failure of any party at any time to require full performance of any provision hereof will in no manner affect the right of such party at a later time to enforce the same. Should Catalyst Analytics be required to file any action against Customer for Customer’s breach of any of the terms of use contained herein, Catalyst Analytics shall be entitled to recover its costs and attorneys’ fees incurred as a result of Customer’s breach.
16. Entire Agreement
The terms of use of this Agreement constitute the entire agreement between the parties and supersede all previous agreements and understanding, whether oral or written, between the parties hereto with respect to the subject matter of this Agreement. Customer agrees to keep the terms of this Agreement strictly confidential. This Agreement may not be amended, modified or superseded, nor may any of its terms or conditions be waived, unless expressly agreed to in writing by all parties.
