Last Updated: September 2023
Welcome to The Eagle Learning Institute, LLC. (“The Company”) website located at www.TheEagleLearningInstitute.com (the “Site”). Please read these Terms of Service (the “Terms”) and our Privacy Policy (www.TheEagleLearningInstitute.com/privacy-policy/) (“Privacy Policy”) carefully because they govern your use of our Site and the services accessible via our Site and our website application (“App”). To make these Terms easier to read, the Site, our services and App are collectively called the “Services.”
By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services. As used in these Terms, “we,” “us,” and “our” refer to The Company, and “you” and “your” refer to you as an individual. If you are accessing and using the Services on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms. In that case, “you” and “your” will refer to that company or other legal entity.
Please refer to our Privacy Policy for information on how we collect, use and disclose information from our users. You acknowledge and agree that your use of the Services is subject to our Privacy Policy.
IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND THE COMPANY, LLC. THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 17 “DISPUTE RESOLUTION FOR CONSUMERS” BELOW FOR DETAILS REGARDING ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).
We may update the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the updated Terms on the Site or through other communications. It’s important that you review the Terms whenever we update them or you use the Services. If you continue to use the Services after we have posted updated Terms, you are agreeing to be bound by the updated Terms. If you don’t agree to be bound by the updated Terms, then, except as otherwise provided in Section 17(f) “Effect of Changes on Arbitration,” you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
(a) The Company offers a technology service and platform via the Services that provides real estate agents and other real estate professionals (“Agents”) various functionalities to assist Agents with the listing, advertisement, sale and purchase of real estate properties. These functionalities may include the ability for Agents to store, manage and share real estate transaction documents through The Company’s online platform, connect with third-party service providers (“Outside Providers”) to perform peripheral services such as professional photography, brochure printing and home staging that Agents may require during the real estate transaction process (“Outside Services”), and a variety of other real estate brokerage services.
(b) As the provider of the platform and Services, The Company does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Outside Services. Outside Providers alone are responsible for their Outside Services, and The Company does not endorse or otherwise verify the reliability of Outside Providers or Outside Services. The Company is not affiliated in any way with Outside Providers, and when you make or accept an engagement with an Outside Provider, you are entering into a contract directly with that Outside Provider. Outside Providers are independent contractors and not employees, partners, agents, or joint venturers of The Company, and they are not authorized to make any commitments on behalf of The Company. You agree that The Company is not responsible for any damage or loss caused or alleged to be caused by or in connection with any Outside Provider’s services or conduct.
If you want to use certain features of the Services you’ll have to create an account (“Account”). You can do this via the Site or App. If you create an Account, you must provide us with accurate and complete information and keep your Account information updated. You’re responsible for maintaining the confidentiality of your Account credentials, and you agree not to disclose your Account credentials to anyone. You’re responsible for all activities that occur under your Account, whether or not you know about them.
The Company may charge fees for certain services or transactions offered through the Services (“Fees”). Fees will be disclosed to you in advance and may be modified at any time. You are responsible for paying all applicable Fees and taxes in a timely manner with a payment mechanism associated with the applicable services. If your payment method fails or your account is past due, we may collect Fees using other collection mechanisms.
Subject to your compliance with these Terms, The Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your personal, non-commercial use.
You agree not to do any of the following:
The Services are owned and operated by The Company. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Services (“Materials”) provided by The Company are protected by intellectual property and other laws. All Materials included in the Services are the property of The Company or its third-party licensors. Except as expressly authorized by The Company, you may not make use of the Materials. The Company reserves all rights to the Materials not granted expressly in these Terms.
Your use of the Services is subject to all additional terms, policies, rules, or guidelines applicable to the Services or certain features of the Services that we may post on or link to from the Services (the “Additional Terms”), such as end-user license agreements for any downloadable software applications, or rules that are applicable to a particular feature or content on the Services, subject to Section 17(f) (Effect of Changes on Arbitration). All such Additional Terms are incorporated by this reference into, and made a part of, these Terms.
If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Services (“Feedback”), then you hereby grant The Company an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Services and create other products and services.
You are responsible for your use of the Services, and you will defend and indemnify The Company and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “The Company Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees
THE SERVICES ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND WE (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.
IN NO EVENT SHALL WE (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR (AND OUR SUPPLIERS’) LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS ($50) OR (B) AMOUNTS YOU’VE PAID US IN THE PRIOR 12 MONTHS (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
Subject to this Section, these Terms will remain in full force and effect while you use the Services. We may suspend or terminate your rights to use the Services (including your Account) at any time for any reason at our sole discretion, including for any use of the Services in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Services will terminate immediately. You understand that any termination of your Account may involve deletion of your User Content associated with your Account from our live databases. The Company will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account or deletion of your User Content. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 9 through 18.
These Terms are governed by the laws of the State of California without regard to conflict of law principles. If a lawsuit or court proceeding is permitted under these Terms, then you and we agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within San Francisco County, California for the purpose of litigating any dispute.
a. Agreement to Arbitrate
PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE YOU TO ARBITRATE DISPUTES WITH THE COMPANY, AND LIMIT THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
You and The Company agree to arbitrate any dispute arising from these Terms or your use of the Services, except for disputes in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and The Company agree to notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to The Company shall be sent to: The Eagle Learning Institute, LLC, Attn: Legal Department, [insert address], California. You and The Company further agree: (a) to attempt informal resolution prior to any demand for arbitration; (b) that any arbitration will occur in San Francisco County, California; (c) that arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of JAMS; and (d) that the state or federal courts in San Francisco County, California have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. WHETHER THE DISPUTE IS HEARD IN ARBITRATION OR IN COURT, YOU AND THE COMPANY WILL NOT COMMENCE AGAINST THE OTHER A CLASS ACTION, CLASS ARBITRATION OR REPRESENTATIVE ACTION OR PROCEEDING.
b. Opt-Out of Agreement to Arbitrate
You can decline this agreement to arbitrate by emailing The Company at [insert email address] within thirty (30) days of first accepting these Terms and stating that you (include your first and last name) decline this arbitration agreement.
c. Arbitration Rules
Either you or we may start arbitration proceedings. Any arbitration between you and The Company will be settled under the JAMS Streamlined Arbitration Rules & Procedures (“JAMS Rules”). The most recent version of the JAMS Rules is available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and any claim that the JAMS Rules are unfair or should not apply for any reason.
d. Severability
If any provision of this Section 17 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 17 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 17; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
e. Amendments to this Section
We will provide thirty (30) days’ notice of any changes to this Section 17. Changes will become effective on the 30th day and will apply prospectively only to any claims arising after the 30th day. If a court or arbitrator decides that this subsection on “Amendment to this Section” is not enforceable or valid, then this subsection shall be severed from Section 17, and the court or arbitrator shall apply the first Arbitration Opt-Out (“b. Opt-Out of Agreement to Arbitrate”) provision and applicable Arbitration Rules to any claims asserted after the effective date of any amendment to this Section 17.
a. Entire Agreement
These Terms constitute the entire agreement between you and us regarding the use of the Services. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
b. Assignment
We may assign our rights under these Terms to any third party without your consent. You are not allowed to assign or transfer your rights or obligations under these Terms without our prior written consent.
c. Severability
If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
d. Contact Information
If you have any questions about these Terms or the Services, please contact us at [insert contact information].
e. Waiver
The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of The Company.
f. Notice
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given: (i) by The Company via email (in each case to the address that you provide) or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
These Terms were last modified on the date stated at the beginning of these Terms.