Last Updated August 20, 2020

DISCLAIMER: Zoodealio, LLC, is a software company for Realtors® who use it and their parents, subsidiaries and affiliates. Zoodealio, LLC is powered by , Sterlingoffers (“local real estate provider”), in the state of CA. For the purposes of this Terms of Use and Service, unless otherwise noted, all references to Zoodealio, LLC, including zoodealio.com, , Sterlingoffers.Zoodealio.Com, Zoodealio, and the Realtors® who use it and their parents, subsidiaries and affiliates.

Zoodealio ("Zoodealio “we,” “us,” or “our”) welcomes you to use and experience our website, , Sterlingoffers.Zoodealio.Com and the services we provide through such website (collectively, the “Site”) subject to the following terms of use, service and conditions (the “Terms of Use”). We reserve the right to update the Terms of Use from time to time without notice to you.

BY BROWSING, ACCESSING, OR USING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THESE TERMS OF USE AND THE TERMS AND CONDITIONS OF OUR PRIVACY POLICY (THE “PRIVACY POLICY”), WHICH IS HEREBY INCORPORATED BY REFERENCE (COLLECTIVELY, THE “TERMS”). IF YOU DO NOT AGREE TO ANY OF THE TERMS, THEN PLEASE DO NOT USE OR ACCESS THE SITE OR ANY PORTION THEREOF.

At our discretion, we reserve the right to modify, discontinue, or terminate the availability of the Site, or modify the Terms at any time and without prior notice. If we modify the Terms, we will post the modification on the Site and the Site will indicate when the Terms were last updated. By continuing to access or use the Site after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your recourse is to stop using the Site.

Capitalized terms not defined in these Terms of Use shall have the meaning set forth in our Privacy Policy.

1. ELIGIBILITY

The site is available for individuals who are at least 18 years of age. By agreeing to these Terms of Use, you represent and warrant that: (a) you are at least 18 years of age; (b) you have not previously been suspended or removed from the Site; and (c) your registration and your use of the Site is in compliance with all applicable laws and regulations.

2. DESCRIPTION OF USERS

a. Visitors

The site may be accessed by Visitors to our Site, as the term implies, who are people who do not register for an account, but want to explore the Site for informational purposes. Visitors may access the Site without any login and can view and access all publicly-available content, features and functionality on the Site, and contact us using the contact link on the Site.

b. Registered Users and Clients.

To gain access to our Offer Dashboard where you can see cash offers and selling solutions on your home, you will need to complete the questionnaire about your home and register for an account with the Site. By completing the questionnaire and requesting cash offers on your home, you agree that you are becoming a client of local real estate provider and agree to a 10 (ten) day exclusive right to sell (“Listing Agreement”). There is no cost to you associated with this Listing Agreement unless you agree to accept an offer at which time fees will be disclosed to you. We and the local real estate provider are under no obligation to accept any individual as a Client, and may accept or reject any registration in our sole and exclusive discretion. As a Client, your Listing Agreement governs your use of our services and your obligations as a Client. These Terms govern your access to and use of the Site and does not supersede or negate anything in the Listing Agreement.

3. OFFER DASHBOARD

Our Offer Dashboard is available for your use to obtain cash offers and selling solutions on your home. Some of the information you submit may be personal information, such as your name, email address, and phone number; as well as other information including the location of the home you are interested in selling, the condition of the home, the pictures you supply of your home and your desired move-out date. All information provided to us through the Site shall be used and processed by Zoodealio strictly in accordance with our Privacy Policy. Once you provide the [required]="true" information, our proprietary technology will obtain and display cash offers and selling solutions for your home from cash buyers. We will also provide you with an estimated market value for your home (an “Estimate”). Estimates provided through the Site are not guarantees of any listing price or actual sale price of your home. Our Offer Dashboard will also display an estimate of the time it will take to sell your home on the market and is not a guarantee of the actual time it will take to sell your home. We are not liable to you or any third party, under any circumstances or for any reason, with respect to our Estimates or your use thereof or reliance thereon.

4. REGISTERING AN ACCOUNT

If you would like to register an account on our Site, which will enable you to submit your home’s details and obtain cash offers and selling solutions on your home, you will need to log in using your email address and create a password. When creating your account, you must provide true, accurate, current, and complete information about yourself. You may not transfer your account to anyone else without our prior written permission. You are solely responsible for all activity under your account. Each user email and password can be used by only one individual. You are responsible for maintaining the confidentiality of your login credentials. You are fully responsible for all activities that are associated with your account (including but not limited to any use of any services, or communications from your account to Zoodealio). You agree to immediately notify us of any unauthorized use or suspected unauthorized use of your account or any other breach of security.

We grant you a limited, non-transferable, non-exclusive, license to access and use the Site solely for your personal, non-commercial purpose, subject to the terms of use set forth herein.

We reserve the right to terminate this license at any time for any reason. By accessing and/or using the Site, you hereby agree to comply with the following guidelines:

  • You will not use the Site for any unlawful purpose;

  • You will not access or use the Site to collect any market research for a competing businesses;

  • You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;

  • You will not decompile, reverse engineer, or disassemble any software or other products or processes accessible through the Site;

  • You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features on the Site;

  • You will not circumvent, remove, alter, deactivate, degrade, or thwart any of the protections in the Site;

  • You will not use automated means, including spiders, robots, crawlers, data mining tools, or the like to download or scrape data from the Site, directly or indirectly, except for Internet search engines (e.g., Google) and non-commercial public archives (e.g., archive.org) that comply with our robots.txt file;

  • You will not interfere with or attempt to interrupt the proper operation of the Site through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Site through hacking, password or data mining, or any other means.

We may modify, suspend, or discontinue the Site at any time and it will not be liable to you or any third party. We reserve the right, in our sole and absolute discretion, to deny you (or any device) access to the Site, or any portion thereof, without notice.

5. LISTING AGREEMENT

By registering for an account, you are agreeing to an exclusive right to sell with the local real estate provider for ten (10) days from the submission of your registration. This agreement sets forth that you give local real estate provider permission and authority on your behalf to solicit multiple instant cash buyers for your home. There is no cost to this listing agreement and no obligation to accept any cash offers. There will be no property showings or property inspections unless and until you accept an offer on your home. In the event you agree to accept a cash offer on your home, you will be [required]="true" to sign a further detailed exclusive right to sell, extending the terms and listing period with your local service provider.

6.INTELLECTUAL PROPERTY

The Site and all content on the Site, including, but not limited to text, images, illustrations, audio clips, and video clips, is protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided in these Terms, Zoodealio and its licensors exclusively own all right, title, and interest in and to the Site, including all associated intellectual property rights. You will not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Site.

You may view all content on the Site (the “Content”) for your own personal, non-commercial use and not for any other use, including any commercial use, without our prior written consent. The Content may be owned by us, our affiliates or third parties. The Content is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws.

We, and our licensors, retain all right, title, and interest, including all intellectual property rights, in and to the Content. You must retain all copyright and other proprietary notices contained in the original Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other Site, social media page, or in a networked computer environment for any purpose is expressly prohibited.

If you violate any part of these Terms, your permission to access the Site automatically terminates and you must immediately destroy any copies you have made of the Site.

The trademarks, service marks, and logos of Zoodealio (the “Zoodealio Trademarks”) used and displayed on the Site are registered and unregistered trademarks or service marks of Zoodealio. Other company, product, and service names located on the Site may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with Zoodealio Trademarks, the “Trademarks” ). Nothing on the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any Site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of Zoodealio Trademarks inures to our benefit.

Elements of the Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance.

7. FEEDBACK

We are free to use, reproduce, disclose and otherwise exploit any and all feedback, comments and suggestions you provide us with respect to the Site (“Feedback”), in perpetuity, for any lawful purpose, without compensation or attribution to you or any third party.

8. CONFIDENTIALITY

If you are a registered user (including, but not limited to, Clients), you acknowledge that Zoodealio has disclosed or may disclose information relating to Zoodealio technology or business (hereinafter referred to as “Proprietary Information”). You agree: (i) not to divulge to any third person any such Proprietary Information, (i) to give access to such Proprietary information solely to those employees with a need to have access thereto for purposes of these Terms, and (iii) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that you take with your own proprietary information, but in no event less than reasonable precautions to protect such Proprietary Information. The foregoing will not apply with respect to any information that you can document (a) is or becomes generally available to the public other than through your own wrongful act, or (b) was in your possession or known by you prior to receipt from us, or (c) was rightfully disclosed to you without restriction by a third party, or (d) was independently developed without use of any Proprietary Information. Nothing in these Terms will prevent you from disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that you give us reasonable prior notice of such disclosure to contest such order.

A violation of any of the foregoing is grounds for termination of your right to use or access the Site.

9. USE AND TERMS OF TEXT COMMUNICATIONS

Our Site allows you to request and receive informational text messages (“Text Messages”) to inform you about the status of your offers, next steps, reminders and other important information.

It is your responsibility to determine if your mobile service provider supports text messaging and your mobile device is capable of receiving text messages. Our Text Messages are subject to the terms and conditions of your agreement(s) with your mobile device carrier. You are responsible for any fees imposed by your mobile device carrier of any kind whatsoever. You acknowledge that our Text Messages are sent to you without being encrypted and will include information pertaining to price inquiry. We reserve the right, in its sole discretion, without any obligation and without any notice requirement, to change, improve or correct the Text Messages and to suspend Text Messages for scheduled or unscheduled maintenance, upgrades, improvements or corrections.

If you do not wish to receive mobile communications and text messages, you can opt-out either by not confirming your opt-in to receive Text Messages, by changing the text message settings on your account, or by responding to a text with “STOP” or “UNSUBSCRIBE” or otherwise following the opt-out instructions in a text message. We reserve the right to change these Terms, and your continued use of the Text Messages constitutes agreement to all such changes.

10. WARRANTIES DISCLAIMED

The websites and content are provided "As is" and "As available." Neither Zoodealio, its affiliates, subsidiaries, employees, officers, members, or trustees nor any of its agents, representatives, suppliers, advertisers, contractors, promotional partners, or licensors (collectively "Zoodealio") provide any express or implied representation or warranty of any kind, including without limitation, any representation or warranty that (I) the sites or Zoodealio content, or any results that may be obtained by you, are complete, accurate, reliable or non-infringing; (ii) access to the sites will be uninterrupted, timely, secure, or error free; (iii) the quality of any products, services, information or other material purchased or obtained by you through the sites will meet your expectations; or (iv) Zoodealio content will remain unchanged or accessible on the sites. All warranties, express or implied, are disclaimed to the fullest extent permitted by law including, without limitation, any warranty of merchantability, fitness for a particular purpose, and/or non-infringement of intellectual property.

11. LIMITATION OF LIABILITY

The Zoodealio parties shall not be liable, and disclaim any liability, for any claim, loss or damage, direct or indirect, including, without limitation, compensatory, consequential, incidental, indirect, special, exemplary or punitive damages of any kind whatsoever in connection with, as a result of, or arising (I) out of the use of or inability to use the sites and/or any Zoodealio content; (ii) from any interruption in the availability of the sites and/or Zoodealio content; (iii) from any loss of data and/or from any equipment failure; (iv) out of the procurement of substitute goods or services resulting from any problems with the goods, content and/or services purchased or obtained from the sites, or transactions entered into, through or from the sites; (v) from unauthorized access to or alteration of your transmissions or data; (vi) from statements or conduct of any third party on the sites; (vii) from any delay or failure of the sites arising out of causes beyond Zoodealio’s control; (viii) out of the use of, reference to, or reliance on, the Zoodealio content; (ix) out of any third party materials, information, products and services contained on, or accessed through, the sites (x) out of any content, materials, accuracy of information, and/or quality of the products, services or materials provided by or advertised on third party websites; or (xi) out of any other matter relating to the sites or Zoodealio content.

In the event you are dissatisfied with, or dispute, these terms of use, the sites and/or the Zoodealio content, your sole right and exclusive remedy is to terminate your use of the sites, even if that right or remedy is deemed to fail of its essential purpose. You confirm that has no other obligation, liability or responsibility to you or any other party.

12.FAIR HOUSING ACT DISCLOSURE

Zoodealio and local real estate provider does business in accordance with the Fair Housing Act. Thus, in connection with its activity under the Site, Zoodealio and local real estate provider will not discriminate in the sale, lease or rental of housing, or making housing otherwise unavailable against any person on the basis the person’s race, color, religion, sex, handicap, familial status (having one or more children), or national origin.

13. EXTERNAL SITES

The Site may contain links to third-party Sites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all Sites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.

14.INDEMNIFICATION

You will indemnify, defend, and hold Zoodealio, our affiliates, and our and their respective shareholders, members, officers, directors, employees, agents, and representatives (collectively, “Zoodealio Indemnities”) harmless from and against any and all damages, liabilities, losses, costs, and expenses, including reasonable attorney’s fees incurred by any Zoodealio Indemnitee in connection with a third-party claim, action, or proceeding (each, a “Claim”) arising from your violation of these Terms or your gross negligence or willful misconduct; provided, however, that the foregoing obligations shall be subject to our: (i) promptly notifying you of the Claim (provided that our failure to provide prompt written notice shall excuse your indemnification obligations only to the extent that you are prejudiced thereby); (ii) providing you, at your expense, with reasonable cooperation in the defense of the Claim; and (iii) providing you with sole control over the defense and negotiations for a settlement or compromise, provided that you may not make any admission of liability on behalf of any Zoodealio Indemnitee without our prior written approval.

15. COMPLIANCE WITH APPLICABLE LAWS

The Site is based in the United States. We make no claims concerning whether the Site may be viewed or be appropriate for use outside of the United States. If you access the Site from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

16. TERMINATION

These Terms of Use will take effect at the time you begin using the Sites. We reserve the right, with or without notice, at any time and for any reason to deny you access to the Sites or to any portion thereof, and to terminate these Terms of Use. These Terms of Use will terminate automatically if you fail to comply with the terms set forth herein. You may terminate these Terms of Use at any time by ceasing to use the Site, but all applicable provisions of these Terms of Use will survive such termination. Upon termination, you must destroy all copies of any portion of the Sites, including any of our content in your possession.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM AS THEY AFFECT YOUR LEGAL RIGHTS.

17. BINDING ARBITRATION

In the event of a dispute arising under or relating to these Terms or the Site (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT’S JURISDICTION. ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the FAA. The arbitration shall be commenced and conducted by JAMS pursuant to its then current Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those rules, or, where appropriate, pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. All applicable JAMS’ rules and procedures are available at the JAMS Sitewww.jamsadr.com. Each party will be responsible for paying any JAMS filing, administrative, and arbitrator fees in accordance with JAMS rules. Judgment on the arbitrator’s award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in the United States county where you reside. The parties may litigate in court to compel arbitration, to stay a proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration. As set forth in Section 20 below, nothing in these Terms will prevent us from seeking injunctive relief in any court of competent jurisdiction as necessary to protect our proprietary interests.

18. CLASS ACTION WAIVER

You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

19. EQUITABLE RELIEF

You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce these Terms. We may, without waiving any other remedies under these Terms, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. You hereby irrevocably and unconditionally consent to the personal and subject matter jurisdiction of the federal and state courts in the State of Delaware or purposes of any such action by us.

20. CONTROLLING LAW; EXCLUSIVE FORUM

These Terms will be governed by the laws of the state of Arizona. The exclusive jurisdiction for any claim, action or dispute with Zoodealio or relating in any way to your use of the Site will be in the state and federal courts of the state of Arizona and the venue for the adjudication or disposition of any such claim, action or dispute will be in Arizona.

21. MISCELLANEOUS

If these Terms are terminated in accordance with the termination provision in Section 16 above, such termination shall not affect the validity of the following provisions of these Terms, which shall remain in full force and effect: “Intellectual Property,” “Confidentiality,” “Disclaimer of Warranties; Not an Appraisal,” “Limitation of Liability,” “Indemnification,” “Compliance with Applicable Laws,” “Binding Arbitration,” “Class Action Waiver,” “Equitable Relief,” “Controlling Law; Exclusive Forum,” and “Miscellaneous.”

Our failure to act on or enforce any provision of these Terms shall not be construed as a waiver of that provision or any other provision in these Terms. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing (including with respect to any Listing Agreement), these Terms constitute the entire agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The Listing Agreement, if any, is not superseded by these Terms. The section headings are provided merely for convenience and shall not be given any legal import. These Terms will inure to the benefit of our successors, assigns, licensees, and sublicensees.

Copyright © 2020 Zoodealio, LLC. All rights reserved