Digsy Terms of Service

Last updated: March 30, 2020

These terms of service (the “Terms”) govern the relationship between you and Digsy, Inc (hereinafter, “Digsy,” “Digsy, “us,” or “we”) regarding your use of the Digsy website (the “Site”).  The Site is an online marketplace that helps connect tenants (“Tenants”), buyers (“Buyers”) and tenant representation brokers (“Listing Brokers”) with property owners (“Owners”) and listing brokers (“Listing Brokers”) to fulfill their needs for commercial real estate.  All services offered through the Site, including any social networking features, are referred to generally as the “Service”.  The Service is owned and operated by Digsy, Inc, a Delaware Corporation, and all references to “Service” below also refer to both the Service and the Site.  The terms “you,” “your,” and “yours” and “User” refer to anyone using the Service and/or Site.  Your submission of Contact Information (as defined in these Terms) also constitutes an affirmative acceptance of these Terms.

Use of the Service is also governed by Digsy’s Privacy Policy (the “Privacy Policy”), which is incorporated herein by reference.

IMPORTANT – PLEASE READ CAREFULLY:  THESE TERMS AND CONDITIONS (“TERMS”) ALONG WITH ALL THE RULES, POLICIES AND GUIDELINES INCORPORATED IN THESE TERMS BY REFERENCE CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN DIGSY AND YOU (EITHER AN INDIVIDUAL OR AN ENTITY) AND GOVERN YOUR USE OF THE SERVICE.  BY BROWSING THE SITE, SUBMITTING INFORMATION ABOUT YOURSELF OR USING THE SERVICE, YOU AGREE AND ACKNOWLEDGE TO BE BOUND BY THESE TERMS.  IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, PLEASE DO NOT USE THE SERVICE.

WE RESERVE THE RIGHT TO MODIFY THESE TERMS AT ANY TIME, AND EACH SUCH MODIFICATION SHALL BE EFFECTIVE UPON POSTING OR UPON YOUR ACCEPTANCE OF THE REVISED TERMS.  ALL MATERIAL MODIFICATIONS TO TERMS WILL APPLY PROSPECTIVELY ONLY.  YOUR CONTINUED USE OF THE SERVICE FOLLOWING ANY SUCH MODIFICATION CONSTITUTES YOUR AGREEMENT TO BE BOUND BY AND YOUR ACCEPTANCE OF THESE TERMS, AS MODIFIED.  IF ANY MODIFICATION IS NOT ACCEPTABLE TO YOU, YOUR SOLE REMEDY AND RECOURSE IS TO DISCONTINUE USE OF THE SERVICE.  THEREFORE, IT IS IMPORTANT FOR YOU TO REVIEW THESE TERMS REGULARLY.  WE RECOMMEND THAT YOU VISIT THE TERMS EACH TIME YOU VISIT DIGSY 

License and Restrictions.

License Grant For Service.  Subject to your agreement and continuing compliance with these Terms and any other relevant Digsy policies, Digsy grants you a non-exclusive, non-transferable, revocable limited license to access and use the Service for your personal use.  

Eligibility.  To use the Service, you must be able to enter into a binding contract under the applicable laws.  If you are an individual, you represent that you are 18 years of age or over, or of the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years.  If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.  If Digsy determines that you are a competitor, or an agent of a competitor, you cannot use the Site or Service.

Registration.  You may have to provide your name, email address, profile picture, phone number, mobile number and, if you are a Broker, your brokerage company and its address, (such information is “Contact Information’) in order to use or interact with certain parts of the Service and to form an account (“Account”).

Contact Information can only be submitted by individuals, businesses and others who meet our eligibility criteria.  You agree to provide true, accurate, current, and complete information as prompted by any registration or submission form and to only provide Contact Information if you have the authority or permission to do so.  We reserve the right to delete your account without warning if you are found to have misrepresented your registration information.  If you have provided your credit card information, you also understand that we may authorize a third party credit card processor to automatically charge your credit card for renewal payments, unless you provide us with written notice.  Although we take reasonable precautions and use certain security measures to ensure the integrity of your Account, you are responsible for maintaining the security of your password.  You understand and agree that we are not responsible for any unauthorized access of your account.

Your Content

By submitting content to the Site, you grant Digsy a royalty-free, perpetual, irrevocable, non-exclusive, transferable, sub-licensable, unrestricted, worldwide license to reproduce, prepare derivative works, distribute copies, perform, or publicly display such content in any medium and for any purpose, including commercial purposes, and to authorize others to do so.  The preceding license grant also applies to any personally identifiable information you submit including but not limited to registration forms, submission forms, space inquiry forms, property inquiry forms and any other method you submit personally identifiable information to Digsy. Digsy will remove your personally identifiable information upon Digsy receiving a removal request in writing. Digsy will have up to thirty (30) days to remove your personally identifiable information.

Posting Content

Digsy respects the rights of third-party creators and content owners and expects you to do the same. You therefore agree that any User Content that you post to Digsy does not and will not violate any law or infringe the rights of any third party.

Information on Transactions.  We may retain the details of any transactions you post to the Site or are collected through your use of the Site or Service. You also allow Digsy to share such details.

General Effects of Violations.  Any use of the Service in violation of these Terms is strictly prohibited, can result in the immediate revocation of your limited license granted under these Terms, and may subject you to liability for violations of law.

Activity Prohibitions.  You agree that you will not, under any circumstances:

  1. Engage in any act that Digsy deems to be in conflict with the spirit or intent of the Service, including but not limited to circumventing or manipulating these Terms or “scraping” or copying content from the Site;

  2. Use the Service in connection with any violation of any applicable law or regulation, or do anything that promotes the violation of any applicable law or regulation;

  3. Disrupt, overburden, or aid or assist in the disruption or overburdening of (1) any computer or server used to offer or support the Service (each a “Server”); or (2) the enjoyment of the Service by any other person;

  4. Institute, assist, or become involved in any type of attack, including without limitation distribution of a virus, denial of service attacks upon the Service, or other attempts to disrupt the Service or any other person’s use or enjoyment of the Service;

  5. Attempt to gain unauthorized access to the Service, Servers, networks connected to the Service or any information owned or about any third parties that may be held by us, including but not limited to, by circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person to circumvent or modify, any security, technology, device, or software that is part of the Service;

  6. Post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable or offensive;

  7. Post any information that contains nudity, excessive violence, or offensive subject matter or that contains a link to such content;

  8. Attempt to, or harass, abuse, or harm, or advocate or incite harassment, abuse, or harm of another person, group, including Digsy employees, including Digsy’s customer service representatives;

  9. Post, distribute or make available through the Service any material or information that infringes any copyright, trademark, patent, trade secret, right of privacy, right of publicity, or other right of any person or entity or impersonates any other person — this includes any images or content copied from CoStar or its affiliate entities and services;

  10. Transmit unauthorized communications through the Service, including junk mail, chain letters, spam and any materials that promote malware, spyware and downloadable items;

  11. Interfere or attempt to interfere with the proper functioning of the Service or connect to or use the Service in any way not expressly permitted by these Terms;

  12. Engage in the unauthorized access to information about or that may be provided by others who may use the Service;

  13. Make any automated use of the Service, or take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;

  14. Bypass any robot exclusion headers or other measures we take to restrict access to the Service or use any software, technology, or device to send content or messages, scrape, spider, or crawl the Service, or harvest or manipulate data;

  15. Use, facilitate, create, or maintain any unauthorized connection to the Service, including without limitation (1) any connection to any unauthorized server that emulates, or attempts to emulate any part of the Service, or (2) any connection using programs, tools, or software not expressly approved in writing by Digsy;

  16. Copy, modify or distribute rights or content from any Digsy site, or Digsy’s copyrights or trademarks or use any method to copy or distribute the content of the Service except as specifically allowed in these Terms;

  17. Solicit or attempt to solicit personal information from other users of the Service; or

  18. Collect, harvest or post anyone’s private information, including personally identifiable information, identification documents, or financial information through the Service.

Suspension and Termination of Account and Service.

IP INFRINGEMENT.  WITHOUT LIMITING OUR OTHER REMEDIES, WE MAY LIMIT, SUSPEND OR TERMINATE THE SERVICE AND PORTIONS THEREOF, PROHIBIT ACCESS TO OUR SITES, AND THEIR CONTENT, SERVICES AND TOOLS, DELAY OR REMOVE ANY CONTENT, AND TAKE TECHNICAL AND LEGAL STEPS TO PREVENT USERS FROM ACCESSING THE SERVICE IF WE BELIEVE THAT THEY ARE CREATING RISK OR POSSIBLE LEGAL LIABILITIES, INFRINGING THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, OR ACTING INCONSISTENTLY WITH THE LETTER OR SPIRIT OF OUR TERMS OR POLICIES.  ADDITIONALLY, WE MAY, IN APPROPRIATE CIRCUMSTANCES AND AT OUR SOLE DISCRETION, SUSPEND OR TERMINATE ACCOUNTS OF USERS WHO MAY BE REPEAT INFRINGERS OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.

FAILURE TO COMPLY.  WITHOUT LIMITING ANY OTHER REMEDIES, DIGSY MAY LIMIT, SUSPEND, TERMINATE, MODIFY, OR DELETE YOUR RIGHT OF ACCESS TO SERVICE OR PORTIONS THEREOF IF YOU ARE, OR DIGSY SUSPECTS THAT YOU ARE, FAILING TO COMPLY WITH ANY OF THESE TERMS OR FOR ANY ACTUAL OR SUSPECTED ILLEGAL OR IMPROPER USE OF THE SERVICE, WITH OR WITHOUT NOTICE TO YOU. DIGSY IS UNDER NO OBLIGATION TO COMPENSATE YOU FOR ANY SUCH LOSSES OR RESULTS.

Right to Cease Service.  Digsy reserves the right to stop offering and/or supporting the Service or part of the Service at any time, at which point your license to use the Service or a part thereof will be automatically terminated.

Intellectual Property Ownership.  The Service (including without limitation any computer code, concepts, artwork, animations, sounds, musical compositions, audio-visual effects and text contained within) are copyrighted works owned by Digsy or its licensors.  Unless otherwise specified, no association between Digsy and any trademark holder is expressed or implied. No endorsement of Digsy is expressed or implied by the mention of such trademarks.

Delete Account.  If you wish to delete your Account, you may contact us at terms@getdigsy.com with the words “Delete Me” in the subject.  Deletion of your Account may take up to thirty (30) days.

No Circumvention.  You also agree not to circumvent, or aid in the circumvention of, our Site or Service in connection with avoiding paying Fees (as defined herein) in connection with any transaction that is generated and/or closed using the Site.

Terms Applicable to Property Owners and Listing Brokers

Fees.  Posting basic listings on Digsy is free. Any inquiries from prospective tenants or buyers are also free. You do not need to pay Digsy anything if you lease or sell a listing to a tenant or buyer via an inquiry generated from Digsy’s free basic listings service (it’s free).

Digsy only charges fees for premium services & products not available to basic free listing accounts, such as, but not limited to, increased marketing exposure for listings, tenant rep services, buyer rep services, advertising, marketing campaigns, and lead generation, etc.

We reserve the right to terminate, suspend or restrict your account for bad conduct, violating our policies and if payment of Fees is late by 30 or more days.

Digsy Role and Release. You understand that we are not your real estate broker.

Third Party Content.  

Digsy content may contain third party content, advertisements and links to other websites.  Digsy is not responsible for the third party content, accuracy or opinions expressed on third party websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by Digsy.  Inclusion of any linked website on the Website does not imply approval or endorsement of the linked website by Digsy.  When you access these third-party websites, you do so at your own risk.  Digsy takes no responsibility for third party advertisements which are posted on the Site, nor does it take any responsibility for the goods or services provided by its advertisers.

Indemnity

You will indemnify, defend and hold Digsy and its officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries and relevant third parties including advertisers, distribution partners, referral partners, service providers, licensors, licensees, consultants and contractors harmless from and against any claims, liabilities, losses, costs, damages or expenses including reasonable attorneys’ fees and costs, directly or indirectly, arising out of or in any way relating to: (i) your negligence or misconduct; (ii) your Submissions or any other information or material you submit; (iii) your conduct, including your use of the Site; (iv) any violation or breach of these Terms; or (v) any violation or infringement of any intellectual property, privacy, publicity, confidentiality or proprietary rights of any third-party as a result of your use of the Site.

Warranty Disclaimer.

Your use of the Site is at your sole discretion and risk.  The Site and all materials, information, products and services included therein, are provided on an “AS IS” and “AS AVAILABLE” basis without warranties of any kind.  DIGSY AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING OR COURSE OF PERFORMANCE.  Digsy and its licensors expressly disclaim any warranties: (i) regarding the security, accuracy, reliability, timeliness and performance of the Site; (ii) regarding the goods, services, advice, information or links provided by any third party; (iii) that the Site will meet your requirements; or (iv) that the Site will be error-free or uninterrupted.  No advice or information, whether oral or written, obtained by you from Digsy or from your use of the Site, shall create any warranty not expressly stated in these Terms.  Some states or jurisdictions do not allow the exclusion of certain warranties.  Accordingly, some of the above exclusions may not apply to you.

Limitation of Liability

DIGSY WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING LOSS OF USE, DATA OR PROFITS, COST OF PROCURING SUBSTITUTE PRODUCTS OR BUSINESS INTERRUPTION), WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR USE OF THE SITE, ANY MATERIALS AVAILABLE TO YOU FROM OR THROUGH THE SITE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT DIGSY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. DIGSY’S LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO DIGSY FOR THE SITE.

You acknowledge that the limitations set forth above are an essential basis of the bargain and of the allocation of risks between the parties.  Some states or jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you.

General Provisions

These Terms shall be governed by and construed in accordance with the laws of the State of California, excluding its conflicts of laws principles.  If any dispute relating in any way to these Terms or the policies or your use of the Site shall be submitted to confidential arbitration in Orange County, California, USA, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in the State of California, USA and you consent to exclusive jurisdiction and venue in such courts.  Arbitration under these Terms shall be conducted under the rules then prevailing of the American Arbitration Association.  The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.  To the fullest extent permitted by applicable law, no arbitration under these Terms shall be joined to an arbitration involving any other party subject to these Terms, whether through class arbitration proceedings or otherwise.  The failure to require performance of any provision shall not affect our right to require performance at any time thereafter, nor shall a waiver of any breach or default of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself.  If any portion of these Terms is found to be unenforceable, such portion will be modified to reflect the parties’ intention and only to the extent necessary to make it enforceable, and the remaining provisions of these Terms will remain in full force and effect.  These Terms constitute the entire and exclusive understanding and agreement between you and us regarding this subject matter, and supersedes any and all prior or contemporaneous agreements or understandings, written and oral.

DMCA

Digsy will respond to legitimate requests under the Digital Millennium Copyright Act (“DMCA”), and will retain the right to remove content on the Site that Digsy deems to be infringing the copyright of others. If you become aware of content on the Site that infringes your copyright rights, you may submit a properly formatted DMCA request (see 17 U.S.C. § 512) to Digsy.

Misrepresentations of infringement can result in liability for monetary damages. You may want to consult an attorney before taking any action pursuant to the DMCA. Any DMCA request should be sent to this contact information:

Copyright Agent
111 N. Harbor Blvd, Suite A
Fullerton, CA 92832
[contact@getdigsy.com]

Please send the Copyright Agent the following information:

  1. The electronic or physical signature of the owner of the copyright or the person authorized to act on the owner’s behalf;

  2. Identification of the copyrighted work claimed to have been infringed, or a representative list of such works;

  3. The URL of the materials claimed to be infringing or to be the subject of infringing activity, or information reasonably sufficient to permit us to locate the material;

  4. Your name, address, telephone number and email address;

  5. A statement by you that you have a good faith belief that the disputed use of the material is not authorized by the copyright owner, its agent or the law; and

  6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.

If you believe content was wrongly removed from the Site due to a DMCA request, you may request a copy of the DMCA notice and you may file a counter-notification by sending us the following:

  1. Your physical or electronic signature;

  2. Identification of the material that has been removed or to which access has been disabled and where the material was located online before it was removed or access to it was disabled;

  3. A statement by you, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and

  4. Your name, address, and telephone number, and a statement that you consent to the jurisdiction of federal district court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which the service provider may be found, and that you will accept service of process from the person who provided notification under DMCA 512 subsection (c)(1)(c) or an agent of such person.