TO ALL USERS: CAREFULLY READ THE FOLLOWING LEGAL AGREEMENT
The following software and subscription services are being provided to you by PadHawk, Inc. ("PadHawk"). As such, by agreeing to access such software and services, the end user ("Client") hereby agrees to abide by the terms and conditions outlined below vis a vis Client and PadHawk in addition to any terms and conditions agreed to by and between Company and Client pursuant to a previously entered into Student Purchase Agreement ("Agreement").
CLIENT understands that CLIENT will be billed $99 monthly until CLIENT cancels CLIENT's subscription. CLIENT may cancel at any time by contacting customer support at 972-250-0993.
CLIENT represents, warrants, affirms and agrees that the data, information and services provided by PADHAWK to CLIENT will only be used by CLIENT and that CLIENT will not permit or allow the data, information and services to be used by an agent, representative, consultant, officer, director, shareholder, parent organization, subsidiary organization, third party or any other person or entity unless CLIENT has the appropriate subscription allowing such expanded use. CLIENT further represents, warrants, affirms and agrees that CLIENT will not transfer, sell, convey, use, resell or sublicense any data, information or services provided by PADHAWK to CLIENT in any medium, form, manner or format whatsoever, for any purpose including, but not limited to the following:
1. Use other than CLIENT's own personal use, i.e. no commercial purpose or use is permitted;
2. Reproduction, reformatting, publication, distribution or dissemination associated with any service or product provided or made available to any third party;
3. Marketing or telemarketing uses;
4. World Wide Web, Internet or online uses;
5. Real estate valuation models, programs or systems;
6. Inclusion or in combination with any other service or product of any kind;
7. Extracting, selecting or drawing out any data element for any use;
8. Real estate appraisal;
9. Credit evaluation and/or supporting;
10. Evaluating risk, marketing sale of insurance products of any kind, including but not limited to life, health, long-term care, disability, casualty, umbrella, mortgage, title or property;
11. Debt collection; and
12. Marketing or sale of legal goods and/or services of any kind, including but not limited to bankruptcy or real estate title/lien history unless CLIENT has the appropriate subscription allowing such expanded use.
Terms of Subscription
The term of CLIENT's subscription is one month, but automatically renews month-to-month unless terminated by CLIENT or PADHAWK.
PADHAWK reserves the right to cancel subscription services and this license to any CLIENT at any time for any, or no reason whatsoever, without recourse to CLIENT beyond a pro-rata refund of the monthly subscription/license fee paid by CLIENT for the remaining days of the then current month of prepaid fees.
The CLIENT may cancel the CLIENT's subscriptions at any time. All fees due to PADHAWK up to the end of the then current monthly billing cycle at time of termination shall remain payable to PADHAWK.
The CLIENT may terminate contract any one of three ways:
1. By e-mailing a cancellation request to email@example.com at least five (5) days prior to the desired cancellation date and providing CLIENTS account number.
2. By faxing a cancellation request to 972-250-0993 at least five (5) days prior to the desired cancellation date.
3. By mailing a cancellation request at least ten (10) days prior to the desired cancellation date to: PADHAWK ATTN: Cancellations 27221 Burbank Foothill Ranch, CA 92610
Survival of Terms
The License Restrictions and Proprietary Rights described herein survive any termination of this agreement and/or CLIENT's subscription.
PADHAWK allows CLIENTs to submit requests for real estate record information obtained from independent third-party real estate and other related service providers. CLIENTs agree to supply PADHAWK with information about themselves and the property they want to inquire about. PADHAWK will use this information to provide certain details to CLIENT concerning and in response to CLIENT's request for information.
CLIENT affirms that all of the information CLIENT provides to PADHAWK, whether online or otherwise, is accurate and complete. CLIENT also agrees to update PADHAWK with current and accurate information, if at any time the information CLIENT provided to PADHAWK changes, PADHAWK reserves its right to terminate or suspend access to PADHAWK services to any CLIENT whose information PADHAWK believes, at PADHAWK's sole discretion, to be inaccurate or misleading.
PADHAWK may from time to time offer eligible CLIENTs promotional opportunities. Not all CLIENTs may be eligible to receive all promotional opportunities.
CLIENT search volume is monitored to avoid abuse, data duplication or "data mining". CLIENTS who reach or exceed monthly limit of 100 (one hundred) saved properties may be terminated or contacted on a case-by-case basis to upgrade to a larger subscription package. Any such actions are a violation of this agreement and may, at PADHAWK'S sole discretion, result in immediate cancellation of CLIENT'S account.
OTHER SERVICE PROVIDERS- NON-LIABILITY OF PADHAWK, INC.
From time to time PADHAWK may include on its websites, software, or service, third-party Service Providers. PADHAWK posts these services as a service to its CLIENTs. PADHAWK is not responsible for and makes no warranty or representation as to the quality or performance of the services offered by or through these other Service Providers. It is the CLIENT's responsibility, and PADHAWK encourages this for all CLIENTs, to independently investigate the qualifications of each Service Provider and to carefully review each Service Provider offer prior to entering into any engagement or transaction.
PADHAWK is not responsible or liable for any acts or omissions created or performed by these other Service Providers. PADHAWK's websites, software, or service, may contain links to websites maintained by third-party Service Providers. Such links are provided for CLIENT convenience and reference only.
PADHAWK does not operate or control, in any respect, any information, software, products or services available on such websites. PADHAWK 's inclusion of a link to such websites does not imply any endorsement, warranty, guarantee or recommendation of these websites, contents, products or services of the sponsoring organization.
Third-Party Content and Screening
PADHAWK is a data aggregator of content supplied by third parties and CLIENTs and as such does not have editorial control over the statements, or other content provided, expressed or implied by third parties. PADHAWK reserves the right, but is not obligated, to screen and review any content provided to PADHAWK and remove or edit any content, if it does not comply with laws, rules or regulations, or for any other reason PADHAWK deems relevant.
Modification of PADHAWK Services
PADHAWK reserves the right to modify or discontinue any service, portion or attribute thereof, and the offering of any information with or without notice to any CLIENT. PADHAWK is not liable to any CLIENT in the event that PADHAWK exercises its right to modify or discontinue any service.
PAYMENT OF CHARGES
A. PADHAWK currently charges a monthly subscription fee. The monthly subscription fee is calculated from the day of the month that the CLIENT's paid Subscription commences. The CLIENT authorizes PADHAWK to, and the CLIENT agrees that PADHAWK may, charge to the CLIENT's credit card, debit card or bank account, in advance, the CLIENT's regular monthly Subscription fee for each month of the CLIENT's regular monthly Subscription on a recurring basis. The CLIENT authorizes PADHAWK to, and the CLIENT agrees that PADHAWK may, modify and/or change the monthly Subscription fee charged to the CLIENT upon thirty (30) days notice to the CLIENT sent by e-mail to CLIENTS email of record on file with PADHAWK. The monthly Subscription fee is non-refundable and accrues until canceled whether or not the CLIENT accesses the databases.
B. On Time Payment
The CLIENT is required to pay all charges on time and agrees to submit an accompanying payment authorization in connection with these charges when requested by PADHAWK Credit card transactions require an acceptable and currently working/continuously valid credit card number/account. PADHAWK may terminate or disable the CLIENT's participation in PADHAWK services if the CLIENT fails to pay fully and in a timely manner any and all amounts due to PADHAWK . If the CLIENT's credit card expires or is otherwise declined for payment, access to PADHAWK services and websites can be modified or suspended without notice to the CLIENT. PadHawk may, if necessary, extend the expiration of your credit card in order to assure continued service. If any CLIENT payment is more than thirty (30) calendar days past due, a monthly late fee in the amount of 1.5% of the past due amount or the maximum allowable by law, whichever is less, shall accrue per month, and the entire amount of unpaid charges and/or any other outstanding balance (if any), plus this assessment, will become immediately due and payable. The CLIENT shall pay all costs of collection, including legal fees, incurred by PADHAWK. The CLIENT is responsible for any premium charges incurred in connection with the use of information, content, goods, products or services that are provided at an extra cost. All fees are quoted and payable in United States Dollars. The CLIENT is also responsible for paying all applicable taxes for information, content, goods, products or services and any other costs incurred in connection with the use of or access to PADHAWK and PADHAWK's services.
C. Payment Methods
The CLIENT's complete billing address and telephone number must be provided to process payments. PADHAWK accepts major credit cards including Visa, MasterCard, Discover, and American Express and may accept bank drafts, including personal checks, money orders, cashier's checks, and company checks sent by mail. PADHAWK may charge a twenty-dollar ($20.00) handling fee, or the maximum allowable by law, whichever is less, for each check returned unpaid for insufficient funds or any other reason.
D. Account Discrepancies
A CLIENT may contact PADHAWK Customer Service by e-mail at firstname.lastname@example.org or telephone at 972-250-0993 concerning charges or other questions regarding the status of the CLIENT's Account. However, if the CLIENT's account questions are not satisfactorily resolved within fifteen (15) business days of CLIENT's calling or sending an e-mail, and in no event later than ninety (90) days after a questionable account billing or other discrepancy should have been discovered, the CLIENT must write to the Customer Service Department, PADHAWK, Inc. 27221 Burbank Foothill Ranch, CA 92610, delivered by United States mail or by fax to 972-250-0993. Otherwise, any and all such CLIENT complaints are irrevocably waived.
DISCLAIMERS AND LIMITATIONS
PADHAWK attempts to ensure that the information contained in its service is accurate and reliable; however, errors sometimes occur. PADHAWK does not guarantee the accuracy of the information contained in this service and instructs you to independently verify the accuracy of the information provided. In addition, PADHAWK may make changes and improvements to the information provided herein at any time. THE WEBSITES AND THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ASSOCIATED WITH THEM ARE PROVIDED "AS IS."PADHAWK, INC. , ITS SUPPLIERS, PROFESSIONAL SERVICE PROVIDERS, THIRD-PARTY CONTENT PROVIDERS AND OTHER SERVICE PROVIDERS DISCLAIM ANY WARRANTY OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO THE WEBSITES AND ANY INFORMATION, SOFTWARE, PRODUCT, GOOD AND/OR SERVICE PROVIDED THEREIN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. BY THE CLIENT'S USE OF PADHAWK, INC. 'S PADHAWK SERVICE, THE CLIENT AGREES AND ACKNOWLEDGES THAT THE CLIENT'S USE OF ALL PADHAWK INFORMATION, SOFTWARE, PRODUCTS, GOODS AND/OR SERVICES PROVIDED IN, BY OR THROUGH PADHAWK, INC. AND/OR ITS WEBSITES IS AT THE CLIENT'S OWN RISK. PADHAWK, INC. AND/OR ITS SUPPLIERS AND PROVIDERS, ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF PADHAWK, INC.'S SERVICE OR WITH THE DELAY OR INABILITY TO USE ITS WEBSITES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, GOODS AND/OR SERVICES OBTAINED THROUGH THE WEBSITES, OR OTHERWISE ARISING OUT OF THE USE OF THE WEBSITES, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, REGARDLESS OF WHETHER OR NOT THE CLIENT KNOWS, SUSPECTS OR HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO THE CLIENT, IF THE CLIENT RESIDES IN SUCH A JURISDICTION.
As a condition precedent to the use of the PADHAWK service and/or websites of PADHAWK , the CLIENT agrees to defend and indemnify PADHAWK, Inc. and its employees, agents and/or Service Providers from and against any and all liabilities, expenses (including attorneys' fees) and damages arising out of claims resulting from CLIENT's use of PADHAWK 's PADHAWK service, including without limitation, any claims alleging facts, that if true, would constitute a breach by CLIENT of this Agreement by the CLIENT.
Choice of Law:
This Agreement shall be deemed to have been made in the State of California. In any litigation arising out of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs.
All actions brought hereunder, whether at law or in equity, shall be brought in California state courts or federal courts located in the state of California. CLIENT consents to jurisdiction in the state of California and expressly waives any jurisdiction privileges which may be asserted in connection with this Agreement.
This Agreement may not be modified except by a writing signed both parties.
1. A party's failure to enforce strict performance of any provision of this Agreement will not constitute a waiver its right to subsequently enforce such provision or any other provision of this Agreement.
2. Reservation of Rights. PADHAWK, Inc, Inc. reserves all rights not expressly granted to you in this license agreement.
3. This agreement shall be deemed as being jointly drafted and not construed in favor of or against any party.
BY INSTALLING THE SOFTWARE AND/OR ACCESSING THE WEBSITE OR SERVICE, YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) CONSENT TO BE BOUND BY AND BECOME A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT INSTALL THE SOFTWARE.