Dated: January 26, 2022
Just by being on www.askAVA.net and not leaving immediately, you are agreeing to this contract, so we’d like to get some terms clear with you, up front.
B. A Quick Introduction to this Website and Words We Use.
These Terms will also explain in more detail that this Website has two main different areas: the Public Area of the Website, which consists of the parts of the Website that anyone can see without registering; and the second part, the AVA Platform which is the part of Our Website where you can access, interact with, and use AVA.
AVA stands for Aqueous Valuation Algorithm. AVA is a Software as a Service offering of Aqueous. AVA is a complex software program that performs commercial real estate property valuations based in part on the input that you provide. AVA’s services are provided through the Website on the AVA Platform. You cannot access the AVA Platform without registering and signing up for either a free trial, or one of our wide range of paid programs. AVA’s preferred pronouns are She and Her.
By the way – the term User refers to both Guests and Ava Users.
C. A Disclaimer.
Information you can see on the Public Area of the Website, is made available to you so you can see AVA at work without registering at all. But what we show you are representations of typical things you can do with AVA. However, the representations do not show actual addresses or properties. They are hypothetical examples. Don’t go looking for a specific property and think you know its value based on the demonstrations. They are not intended to be accurate.
You will see variations of this disclaimer all around this Website, that’s because unlike AVA, people forget, so we remind you, because our attorneys remind us.
2. WHAT WE EXPECT FROM YOU AND WHAT WE DON’T ALLOW
A. Who can be a Guest.
This Website is offered and available only to Users who are 18 years of age or older, and who reside in and access the Website from the United States or any of its territories or possessions.
Please note that by using this Website, you represent and warrant that you are 18 or older and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website. Please come back when you do meet our requirements.
B. What you Can do on Our Website.
You can learn about AVA without registering. We try to give Guests a clear understanding of AVA through the use of demonstrations and examples. However, the information visible on or through the Public Area of the Website without registering to use AVA, is made available solely for general information purposes. Some information may be hypothetical, and not realistic. We do not warrant the accuracy, completeness, or usefulness of this information. Demonstrations are presented solely to show AVA’s functionality and do not represent actual valuations. Any reliance you place on such information is strictly at your own risk.
Guests may use the Website for their personal, non-commercial use only.
C. What you Can’t Do on Our Website
- In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
- To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
- To impersonate or attempt to impersonate Aqueous, an Aqueous employee, another User, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
- To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm Aqueous or Users of the Website, or expose them to liability.
Additionally, you agree not to:
- Download or use any illustrations, photographs, video or audio sequences, or any graphics or text from the Website.
- Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
- Reproduce, modify, distribute, display or otherwise provide access to, create derivative works from, decompile, disassemble, or reverse engineer any portion of the Website.
- Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
- Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
- Use any device, software, or routine that interferes with the proper working of the Website.
- Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
- Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
- Otherwise attempt to interfere with the proper working of the Website.
3. USING THE PUBLIC AREAS OF OUR WEBSITE
B. Accessing the Website and Account Security.
We reserve the right to withdraw or amend this Website, and any material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict your access to some parts of the Website, or the entire Website.
You are responsible for both:
Making all arrangements necessary for you to have access to the Website.
To access AVA or some of the resources the Website offers, you may be asked to provide certain registration details or other information. Registration is voluntary. But it is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete.
C. Our Warranty.
We created and have made the Public Areas of our Website accessible using reasonable skill and care. Beyond that, the Website is provided on an “AS IS” basis. If you feel that we’ve not met our warranty obligation, please let us know by following the procedures in our Resolving Problems area of these Terms.
D. Third Party Content.
You may have access to content provided by third parties, including materials provided by third-party licensors, advertisers, syndicators, aggregators, and/or reporting services. All information, statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Aqueous, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Aqueous. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Likewise, the Website may contain links to other sites and resources provided by third parties; these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
E. Linking to Us
You may link to the Public Areas of our Website, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our prior express written consent.
F. Our Social Media Links
4. INTELLECTUAL PROPERTY
You have no obligation to provide us with ideas, suggestions, proposals, or bug or crash reports (“Feedback”). If you submit Feedback to us however, then you grant us a non-exclusive, irrevocable, perpetual, worldwide, royalty-free, sublicensable, and transferable license to make, use, sell, have made, offer to sell, import, export, reproduce, publicly display, distribute, modify, and publicly perform the Feedback.
B. What’s Ours.
The Website and its entire contents, features, and functionality (including but not limited AVA), all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof are owned by Aqueous, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
The Aqueous name, the Aqueous logo, the AVA name, the AVA logo, the Aqueous Valuation Algorithm (AVA) name, our slogan “it all starts with an address,” all related names, logos, product and service names, designs, and slogans are trademarks of Aqueous or its affiliates or licensors. You must not use such marks without the prior written permission of Aqueous. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.
C. Your IP Rights.
If you believe, in good faith, that any of our content on this Website infringes your copyrights, or any other intellectual property rights, please send a notice of infringement by email to: firstname.lastname@example.org
5. ASSORTED LEGALESE
What follows is normally called “the small print” but We don’t want to hide it, so We didn’t use small print. And we’re even putting some sections in bold type.
Other than as stated in our Warranty section, and as provided by applicable laws, we make no commitments to you about the Public Areas of Our Website. We don’t provide implied warranties such implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We also don’t guarantee or warrant that files downloaded from Our Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means that’s external to our site for any reconstruction of any lost data.
To the fullest extent provided by law, we will not be liable for any loss or damage caused by viruses, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of the Website or any items obtained through the Website or to your downloading of any material posted on it, or on any website linked to it.
Your use of the Website, its content, and any services or items obtained through the Website is at your own risk. The Website, its content, and any material obtained through the Website are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied. Neither Aqueous nor any person associated with Aqueous makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy, or availability of the Website. Without limiting the foregoing, neither Aqueous nor anyone associated with Aqueous represents or warrants that the Website, its content, or items obtained through the Website will be accurate, reliable, error-free, or uninterrupted, that defects will be corrected, that our site or the server that makes it available are free of viruses or other harmful components, or that the Website or any services or items obtained through the Website will otherwise meet your needs or expectations.
The foregoing does not affect any warranties that cannot be excluded or limited under applicable law.
B. Limitation on Liability.
We are not liable to you or anyone else for any special, incidental, indirect, consequential, moral, exemplary or punitive damages whatsoever, regardless of cause, including losses and damages (i) resulting from loss of use, data, reputation, revenue, or profits; (ii) based on any theory of liability, including breach of contract or warranty, negligence, or other tortious action; or (iii) arising out of or in connection with your or access to the Website. Nothing in these Terms limits or excludes our liability for gross negligence, intentional misconduct of Aqueous or its employees, death, or personal injury.
To the fullest extent provided by law, in no event will the collective liability of Aqueous and its subsidiaries and affiliates, and their licensors, service providers, employees, agents, officers, and directors, to any party (regardless of the form of action, whether in contract, tort, or otherwise) exceed the amount you have paid to Aqueous for the applicable services in the last twelve months out of which liability arose.
D. Resolving Problems
In this Resolving Problems section, “we” or “our” means both you and Aqueous. Dispute resolution procedures for AVA Users are found in the AVA Software as a Service Agreement.
Although Aqueous hopes that you will have no problems with Our Website, Aqueous believes that if a problem or dispute does arise, it is in the mutual interest of all concerned to handle it promptly, and with a minimum of disturbance to you or Aqueous.
Accordingly, by using our Website, you agree with Aqueous to follow these procedures.
First, write to us at support@askAVA.net and clearly explain your problem with Our Website. We will try to work with you to find a solution. If that fails then either you or Aqueous can submit any disputes to non-binding mediation before any further dispute resolution process. If you and the Company cannot agree on an independent mediator, the services and procedures of the American Arbitration Association (“AAA”) will be followed.
If mediation cannot resolve the issue, and only after mediation is terminated, a third-party arbitrator will help you and Aqueous resolve any disputes.
You and Aqueous agree that any controversy or claim arising out of or relating to this contract, or breach thereof, shall be settled by arbitration administered by the AAA in accordance with the AAA Consumer Arbitration Rules. Claims shall be heard by a single arbitrator. The place of arbitration shall be Los Angeles, California. This Agreement shall be governed by, construed, interpreted, and enforced under the laws of the state of California, without regard to the conflicts of laws principles thereof. Arbitrator will have the authority to allocate the costs of the arbitration process among the parties but will only have the authority to allocate attorneys’ fees if a particular law permits them to do so. The arbitrator will have no authority to award punitive or other damages not measured by the prevailing party’s actual damages, except as may be required by statute. The arbitrator shall not award consequential damages in any arbitration initiated under this section.
We agree that we each must bring claims against the other only in our individual capacity and not as a plaintiff or a class member in any purported class or representative proceeding.
Further, unless both you and Aqueous agree otherwise, the arbitrator may not consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
As the sole exception to the provisions above, We both agree that nothing in the Agreement will be deemed to waive, preclude or otherwise limit the right of either of us to seek injunctive relief in a court of law in aid of a pending arbitration; or to file a suit in a court of law solely for injunctive relief to stop unauthorized use or abuse of the Website or address an intellectual property infringement claim.
E. Our Enforcement Rights.
We have the right to:
- Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
- Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website.
You waive and hold harmless Aqueous and its affiliates, licensors, licensees, and service providers from any claims resulting from any action taken by any of the foregoing parties during, or taken as a consequence of, investigations by either such parties or law enforcement authorities.