Hosting & Development Agreement

for Independent Broker Clients

Last Updated: Febraury 20th, 2024

This Hosting & Development Agreement (the “Agreement”) is a legally binding contract between [Your Company Name] (referred to as the “Customer,” “User,” “You,” or “Your”) and Brokerboost.com, LLC and its affiliates and subsidiaries (collectively referred to as the “Company,” “our,” “us,” or “we”), pertaining to the hosting and development services provided by the Company to the Customer.

 

1. Introduction

By accessing the website https://independentbroker.net (referred to as the “Site” or “Website”), submitting information to us, or using the Service, you acknowledge and agree to be bound by these Terms and Conditions of Use (the “Terms”). These Terms, along with our Privacy Policy, which is incorporated into and forms a part of these Terms, govern your use of and access to the Service provided by the Company.

2. Agreement Terms 

To utilize our Service, you must be at least eighteen (18) years of age and have the necessary authority to enter into this Agreement. In using the Service, you agree to comply with all applicable laws, including copyright laws, and shall not reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service without the express written permission of the Company. You also agree not to transmit any harmful code, such as worms or viruses, or interfere with the proper functioning of the Service.

3. Revisions and Notifications 

The Company reserves the right to revise these Terms, including the Privacy Policy, at any time and in its sole discretion. It is your responsibility to stay informed of the current Terms when accessing or using the Site. We will notify you of any substantial changes via the email address provided during signup. You are considered notified upon email delivery confirmation, and your continued use of the Services after any change to this Agreement constitutes your agreement to be bound by such changes.

4. Service Usage and Termination 

The Company may monitor, terminate, or suspend Your Account at any time. The Company may immediately, and without prior notice, terminate Your access to the Service if you violate or fail to comply with any term or provision of these Terms, pose a risk or legal exposure to the Company, or in response to requests by law enforcement or government agencies. Any termination or suspension of Your Account or access to the Service by the Company is at its sole discretion, and the Company shall not be liable to You or any third-party for such termination or suspension. This Agreement shall remain in force from the date You place an order for Services until terminated by either party. This Agreement may be terminated by either party with written notice to the other. The Company may terminate this Agreement immediately if You fail to pay any fees, cooperate, include illegal or infringing material on Your website, or violate intellectual property rights of third parties.

5. Indemnification 

The Company may utilize third-party features and/or hosting partners to provide the necessary technology for running the Service. You agree to indemnify, defend, and hold harmless the Company and its suppliers from any loss, cost, liability, or expense arising from Your data, use of the Service, or violation of these terms.

6. Customization and Development 

The Company acknowledges that certain customization requests may not be possible due to resource limitations, development costs, or desired delivery timeframes. While we strive to find solutions for customization requests, we cannot guarantee the availability of a solution for every request. Any work performed by the Company beyond the scope of Scheduled Updates must be agreed upon in writing and will be billed separately.

7. Privacy Laws and Data Protection

 You acknowledge and agree that any personal information, emails, and/or customer data provided by You to the Company, or data collected through Your use of our Service, has been collected lawfully according to applicable privacy laws, including the General Data Protection Regulation (GDPR). You are responsible for ensuring compliance with privacy laws. The Company agrees to use collected data only for the purposes outlined in our Privacy Policy and will fulfill its obligations to keep such data secure.

8. Payment Terms

 You agree to pay the Company an initial fee (the “Setup Fee”) upon signing up, and a monthly hosting and service fee (the “Monthly Fee”) as specified on the Website, which will be charged immediately upon commencing development. The Company reserves the right to increase prices with thirty (30) days written notice.

9. Refunds and Fees 

The Initial Fee is 100% refundable if You request a refund before work commences on the website. Once work on the site has commenced, the Setup Fee is considered non-refundable. Any additional fees incurred for work requested by the Customer shall be non-refundable. Late payments may be subject to finance charges, late fees, and collection fees as specified in this Agreement.

10. Service & Hosting Terms

Upon payment of the Initial Fee, the Company shall set up and customize the website according to Your specifications. After customization, You will manage the content of Your website through the administrative WordPress dashboard provided by the Company. The customized website shall remain hosted only on our servers and cannot be transferred to another hosting provider. The Company may use third-party features for the Service, but we cannot guarantee their functionality or provide support for third-party plugins or products. 

11. Intellectual Property Rights

Independent Broker retains all intellectual property rights in the website, including copyrights, even after the termination of this Agreement. You must not copy, imitate, modify, alter, amend, or use any intellectual property of Independent Broker without prior written consent. Any content You upload or transmit through the Service remains Your property, and You confirm that You own the necessary copyrights or have proper permissions. Independent Broker will not be held liable for any copyright claims against Your content.

12. Disclaimer & Warranties

Independent Broker makes no representation or warranty regarding the accuracy, completeness, reliability, or error-free nature of the Service or other information provided. The Service and any third-party software and services are provided “as is,” without warranties of any kind. Independent Broker disclaims all express, implied, and statutory warranties, including those related to merchantability, fitness for a particular purpose, title, and non-infringement of proprietary rights. You agree to keep backup copies of Your uploaded content, and Independent Broker will not be liable for any content loss.

13. Limitation of Liability

To the fullest extent permitted by law, Independent Broker shall not be liable for any direct, indirect, incidental, consequential, or special damages arising from Your use of the Service, including any interruptions, errors, or unauthorized access to Your information. In no event shall Independent Broker’s cumulative liability exceed the total fees paid by You to us in the twelve (12) months prior to the action giving rise to the liability.

14. Third-Party Resources

The Site and/or Service may contain links to third-party websites and resources. Independent Broker is not responsible or liable for the availability, accuracy, content, or policies of such third-party websites or resources. Any links provided do not imply endorsement or affiliation. You acknowledge sole responsibility for and assume all risks arising from Your use of any third-party websites or resources.

15. Governing Law & Dispute Resolution

The following provisions outline the governing law and dispute resolution procedures for these Terms (and any additional rules, policies, or guidelines incorporated by reference):

  1. a) The laws of the State of Colorado shall govern these Terms, without giving effect to any principles of conflicts of law.
  2. b) If any provision of this Agreement becomes invalid, illegal, or unenforceable under applicable law, the other provisions of this Agreement shall remain unaffected and in full force and effect.
  3. c) In the event of a dispute not resolved through good-faith negotiation between the parties, any controversy or dispute arising from this Agreement will be submitted to the American Arbitration Association.
  4. d) The arbitration process shall occur within ninety (90) days from the date of the initial arbitration demand, either in Colorado, or via telephone.
  5. e) Both parties agree to cooperate in exchanging and expediting discovery during the arbitration process, with the aim of completing the arbitration within the ninety (90) day period.
  6. f) The written decision of the arbitrators, which will address the payment of costs, including attorneys’ fees, shall be absolutely binding and conclusive. The decision will not be subject to judicial review and may be entered and enforced in any court of proper jurisdiction, as a judgment of law or decree in equity, as circumstances may indicate.

16. Assignment

These Terms bind and inure to the benefit of the parties’ successors and assigns. These Terms are not assignable, delegable, or otherwise transferable by You. Any transfer, assignment, or delegation by you is invalid. Independent Broker reserves the right to transfer this Agreement without written permission from the Customer.

17. Miscellaneous
 
17.1 — MLS Compliance

The Customer acknowledges and agrees to assume full responsibility for ensuring compliance with Multiple Listing Service (MLS) regulations and guidelines during the course of the development and hosting agreement. This responsibility extends to adhering to all MLS rules, data accuracy requirements, data usage restrictions, and any other stipulations set forth by the respective MLS organizations.

In the event of any non-compliance issues arising from the Customer’s failure to adhere to MLS regulations, the Customer agrees to hold BrokerBoost.com LLC harmless from any liability, claims, penalties, or legal actions resulting from such non-compliance.

17.2. — ADA Compliance

The Customer acknowledges and agrees to assume complete responsibility for ensuring ADA compliance under the Americans with Disabilities Act of 1990.

In doing so, the Customer agrees to release BrokerBoost.com LLC from any liability, actions, claims, suits, or other issues that may arise due to ADA claims or violations.

17.3. – Notice

Any notice given under or in connection with this Agreement must be in writing and sent to:

  • The physical or email address for the recipient specified in this Agreement.
  • Any other physical or email address that the recipient has notified to the sender as the updated address for the purposes of this Agreement.

Notices shall be deemed to be given:

  • If delivered by post, five (5) business days after posting.
  • If delivered by hand, on the date of delivery.
  • If delivered by email, as soon as the sender receives a report of error-free transmission to the correct email address from the sender’s computer.

For purposes of this clause, Notice must be sent to: support@independentbroker.net

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