Terms and Conditions
End User License Agreement
Last Revised: June 2, 2022
“You” and “Your” means the person who accepts this End User License Agreement, and by so doing becomes an authorized licensee of Form Simplicity and the Documentation, as defined below, and any other authorized end users of Form Simplicity who are affiliated with You, and for which You have paid the required license fees.
IMPORTANT-READ THESE TERMS CAREFULLY BEFORE USING FORM SIMPLICITY. BY USING THIS FORM SIMPLICITY, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE AGREEMENT AND THE PRIVACY POLICY, THAT YOU UNDERSTAND BOTH, AND THAT YOU AGREE TO BE BOUND BY THE TERMS. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT AND THE PRIVACY POLICY, PROMPTLY EXIT THIS PAGE WITHOUT ACCESSING FORM SIMPLICITY.
1.Grant of License to the Form Simplicity, Forms and Documentation. Florida Association of Realtors, DBA Florida Realtors grants to You a non-exclusive, non-transferable license to use the Forms Simplicity software (“Form Simplicity”), including any documentation files accompanying the Form Simplicity service (“Documentation”), and the forms produced by the Form Simplicity (the “Forms”); provided that: (i) Form Simplicity and the Forms are NOT modified; (iii) all copyright notices are maintained on Form Simplicity and the Forms; and (iv) You agree to be bound by the terms of this License Agreement. Form Simplicity, the Forms and Documentation shall be used only by You, only for Your own personal and business use and not for the benefit of any other person or entity.
2.Ownership. You have no ownership rights in Form Simplicity or the Forms. Rather, You are granted a license to use Form Simplicity and the Forms as long as this License Agreement remains in full force and effect. Ownership of Form Simplicity, The Forms and Documentation and all intellectual property rights therein shall remain at all times with Florida Realtors. Your are strictly forbidden from permitting any other person, entity or governmental agency to use Form Simplicity or the Forms, and any such unauthorized use permitted by You is a violation of this License Agreement.
3.Copyright. Form Simplicity, the Forms and the Documentation contain material that is protected by United States Copyright Law and trade secret law, and by international treaty provisions. All rights not granted to You herein are expressly reserved by Florida Realtors. Some or all of the Forms provided to You pursuant to this Agreement may be subject to a license between Florida Realtors and a third party, such as a local association of REALTORS. Your use of such Forms shall be subject to the terms of any such license. You shall not alter the Forms in any manner. You may not modify or remove any proprietary or copyright notice on any copy of Form Simplicity, the Forms or the Documentation.
4.Restrictions. You may not publish, display, disclose, rent, lease, modify, loan, distribute, or create derivative works based on Form Simplicity, the Forms or any part thereof. You may not reverse engineer, decompile, translate, adapt, or disassemble Form Simplicity, nor shall you attempt to create the source code from the object code for Form Simplicity. You may not transmit Form Simplicity over any network or between any devices, although You may use the Form Simplicity to transmit the Forms through a network to the participants in a real estate transaction. You may store copies of the completed or executed Forms on computers owned by You, or You may transfer such completed or executed Forms to computers owned by You.
5.Form Simplicity Upgrades, Document Storage and Restrictions. When You enroll as an authorized user of Form Simplicity, Florida Realtors may offer You an opportunity to upgrade the level of Form Simplicity service that Florida Realtors provides to You in return for the specified license fees associated with the upgraded Form Simplicity services. When upgraded Form Simplicity services levels are available to You, Florida Realtors will advise you to visit the Form Simplicity website for a description of the additional Form Simplicity features that Florida Realtors will provide to You at each upgraded level of Form Simplicity service, and the license fees You must pay to Florida Realtors to receive the upgraded Form Simplicity services. If you decided to upgrade the level of Form Simplicity service you receive from Florida Realtors, You will be required to accept a revised End User License Agreement that identifies the upgraded Form Simplicity service level You elect, and the license fees associated with that upgraded Form Simplicity service level. Florida Realtors reserves to right to change the levels of Form Simplicity service provided to You, and the license fees associated with such Form Simplicity service levels, from time to time upon notice to You as provided in Section 11, or by changing the description of the Form Simplicity service levels and license fees on the Form Simplicity website. Your ability to store transaction records on the Form Simplicity servers will depend upon whether You have chosen an upgraded level of Form Simplicity service. If You are using the Form Simplicity “Starter Edition”, You will not be able to store transaction records on Form Simplicity servers. If You upgrade to a level of Form Simplicity service that permits You to store transaction records on Form Simplicity servers, the revised End User License Agreement that will be required to accept as a condition of receiving such upgraded Form Simplicity services will specify the amount of storage capacity available to You, and the restrictions, if any, on the types or formats of documents that may be stored on Form Simplicity servers. Your transaction records will be stored on the Form Simplicity servers for no more than seven (7) years. Florida Realtors shall have the right to modify these storage limitations from time to time in its discretion.
6.Confidentiality. You acknowledge that the Form Simplicity and the Forms contain proprietary trade secrets of Florida Realtors and you hereby agree to maintain such confidentiality using at least as great a degree of care as You use to maintain the confidentiality of Your own confidential or proprietary information.
7.Limited Warranty. Florida Realtors WARRANTS THAT THE FORM SIMPLICITY WILL OPERATE SUBSTANTIALLY IN ACCORDANCE WITH THE DOCUMENTATION. SHOULD THE FORM SIMPLICITY NOT SO OPERATE, YOUR EXCLUSIVE REMEDY, AND Florida Realtors SOLE OBLIGATION UNDER THIS WARRANTY, SHALL BE, AT Florida Realtors’ SOLE DISCRETION, CORRECTION OF THE DEFECT OR REFUND TO YOU THE LICENSE FEE PAID FOR THE RIGHT TO USE THE FORM SIMPLICITY. ANY USE BY YOU OF THE FORM SIMPLICITY OR FORMS IS AT YOUR OWN RISK. THIS LIMITED WARRANTY IS THE ONLY WARRANTY PROVIDED BY Florida Realtors REGARDING THE FORM SIMPLICITY AND FORMS. EXCEPT FOR THE LIMITED WARRANTY ABOVE, THE FORM SIMPLICITY AND FORMS ARE PROVIDED “AS IS.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, Florida Realtors DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Florida Realtors DOES NOT WARRANT THAT THE FORM SIMPLICITY OR FORMS WILL MEET ANY REQUIREMENTS OR NEEDS YOU MAY HAVE, OR THAT THE FORM SIMPLICITY WILL OPERATE ERROR FREE, OR IN AN UNINTERRUPTED FASHION, OR THAT ANY DEFECTS OR ERRORS IN THE FORM SIMPLICITY OR FORMS WILL BE CORRECTED, OR THAT THE CONTENT OF THE FORMS IS ACCURATE OR COMPLIES WITH FEDERAL LAW OR THE LAWS OF ANY STATE, OR THAT THE FORM SIMPLICITY IS COMPATIBLE WITH ANY PARTICULAR BROWSER, OPERATING SYSTEM OR PLATFORM. SOME JURISDICTIONS DO NOT ALLOW THE WAIVER OR EXCLUSION OF IMPLIED WARRANTIES SO THEY MAY NOT APPLY TO YOU.
8.Limitation of Liability. IN NO EVENT WILL Florida Realtors. BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE FORM SIMPLICITY OR FORMS, OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF Florida Realtors HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Florida Realtors AGGREGATE LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE WITH RESPECT TO THE FORM SIMPLICITY, FORMS AND DOCUMENTATION SHALL NOT EXCEED THE AMOUNT OF THE LICENSE FEE PAID BY YOU FOR USE OF THE FORM SIMPLICITY, FORMS AND DOCUMENTATION. BECAUSE SOME STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
9.Export Restrictions. THIS LICENSE AGREEMENT IS EXPRESSLY MADE SUBJECT TO ANY LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS ON THE EXPORT FROM THE UNITED STATES OF AMERICA OF THE FORM SIMPLICITY OR INFORMATION ABOUT SUCH FORM SIMPLICITY WHICH MAY BE IMPOSED FROM TIME TO TIME BY THE GOVERNMENT OF THE UNITED STATES OF AMERICA. YOU SHALL NOT EXPORT THE FORM SIMPLICITY, FORMS DOCUMENTATION, OR INFORMATION ABOUT THE FORM SIMPLICITY, FORMS AND DOCUMENTATION WITHOUT CONSENT OF Florida Realtors AND COMPLIANCE WITH SUCH LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS.
10.Termination. The License under this Agreement is effective until it is terminated. At termination, You must destroy any copies of the Documentation and any unused Forms in Your possession or under Your control. Florida Realtors may terminate this License for any reason, including, but not limited to, if Florida Realtors finds that You have violated any of the terms of this License Agreement. Upon notification of termination, You agree to destroy any copies of the Documentation and any unused Forms in your possession or under Your control. All provisions relating to confidentiality, proprietary rights, and non-disclosure shall survive the termination of the License under this Agreement.
11.General. This License Agreement shall be construed, interpreted and governed by the laws of the State of Florida without regard to conflicts of law provisions thereof. The exclusive forum for any disputes arising out of or relating to this License Agreement shall be an appropriate federal or state court sitting in Orange County, State of Florida, USA. This License Agreement shall constitute the entire Agreement between the parties hereto. We reserve the right to amend this License Agreement, along with the Privacy Policy, at any time, for any reason, without notice to You other than the posting of the amended License Agreement or Privacy Policy on the Florida Realtors website(s). Changes will be effective when posted. The provisions contained in this License Agreement and the Privacy Policy supersede all previous notices or policies regarding our privacy practices and the terms and conditions that govern the use of the Service. If any part of this License Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this License Agreement shall be interpreted so as to reasonably affect the intention of the parties. Either party may provide written notice to the other party relating to this Agreement by email, certified mail, or by overnight messenger with verification of delivery. In the event Florida Realtors is the prevailing party in any suit by or against You to enforce or interpret this Agreement, You agree that, in addition to any other relief that may be appropriate under the circumstances, the court shall enter an award in Florida Realtors’ favor for Florida Realtors’ attorney’s fees and litigation costs and expenses incurred in prosecuting or defending such litigation.
