Osiidx.com (“Site”) is operated by OSI IDX, LLC (OSI IDX). Throughout the site, the terms “we”, “us” and “our” refer to OSI IDX, LLC OSI IDX, LLC offers this website, including all information, tools and services available from this Site (collectively, “Services”), to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here. Any new features or tools which are added to the Site shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page.

By visiting the Site and/or purchasing our Services, you agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”). These Terms of Service apply to all users of the Site, including without limitation users who are browsers, vendors, clients, merchants, and/or contributors of content.

Please read these Terms of Service carefully before accessing or using the Site. By accessing or using any part of the Site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the Site or use any Services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

ELIGIBILITY

By agreeing to these Terms of Service, you represent that you are at least 18 years old and are otherwise legally qualified to enter into contracts under applicable law. Any individual using the Services on behalf of a corporate entity or business further represents and warrants that they are authorized to act and enter into contracts on behalf of said corporate entity or business.

GENERAL CONDITIONS

We reserve the right to refuse service to anyone for any lawful reason at any time.

You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.

CHANGE & DISCONTINUANCE

OSI IDX reserves the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to the Site. Your continued use of the Services after the effectiveness of such changes will constitute acceptance of and agreement to any such changes. You further waive any right you may have to receive specific notice of such changes to these Terms of Service. You are responsible for regularly reviewing these Terms of Use. OSI IDX may alter, suspend or discontinue the Services at any time to you and/or to others, without notice. It is your responsibility to check this page periodically for changes.

USER CONSENT TO RECEIVE COMMUNICATIONS IN ELECTRONIC FORM

For contractual purposes, you (a) consent to receive communications from OSI IDX in an electronic form via the email address you have submitted; and (b) agree that all Terms of Service, agreements, notices, disclosures, and other communications that OSI IDX provides you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.

We may also use your email address, to send you other messages, including information about OSI IDX and special offers. You may opt out of such email by changing your account settings or sending an email to: support@osiidx.com. Opting out may prevent you from receiving messages regarding the Company and special offers.

PROHIBITED USE

Osiidx.com imposes certain restrictions on the use of the Site and Services. By visiting the Site you represent and warrant that you will not: (1) use the Site or Services for unauthorized, unlawful or unethical purposes; (2) solicit others to perform or participate in any unlawful acts; (3) provide false, misleading, or inaccurate information to the Site, the Site’s users, or OSI IDX; (4) use the Site or Services to phish, pharm, spam, spider, crawl, or scrape; transmit any worms, viruses, robots, spiders, or any code that damages, disables, impairs, or overburdens the Site; (5) attempt to gain unauthorized access to the Site; (6) reverse assemble, reverse compile, or reverse engineer the Site or any of the Site’s features in whole or in part, or allow or encourage any third party to do so; (7) access or attempt to access any of the Site’s data by any means other than through the interface provided by the Site; (8) interfere with or circumvent the security features of the Service or any related website; (9) infringe upon or violate our intellectual property rights or the intellectual property rights of OSI IDX or others; (10) harass, abuse, insult, harm, defame, slander, disparage, intimidate, or unlawfully discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, disability, or any other legally protected class; or (11) use the Site or Services for any obscene or immoral purpose.

A breach or violation of any of the Terms will result in an immediate termination of your Services, the forfeiture of any funds paid to OSI IDX, and may subject you to civil and criminal penalties.

INTELLECTUAL PROPERTY

The Site and Services are the property of OSI IDX, and subject to the intellectual property rights of OSI IDX and its licensors.

CLAIMS OF COPYRIGHT INFRINGEMENT

OSI IDX respects the intellectual property rights of others and asks that everyone using the Services do the same. Anyone who believes that their work has been reproduced on the Services in a way that constitutes copyright infringement may notify OSI IDX’s legal department in accordance with Title 17, United States Code, Section 512(c)(2), by providing the following information:

Identification of the copyrighted work that you claim has been infringed.

Identification of the material that you claim is infringing and needs to be removed, including a description of where it is located on the Services so that the copyright agent can locate it.

Your address, telephone number, and, if available, e-mail address, so that the copyright agent may contact you about your complaint; and

A signed statement that the above information is accurate; that you have a good faith belief that the identified use of the material is not authorized by the copyright owner, its agent, or the law; and, under penalty of perjury, that you are the copyright owner or are authorized to act on the copyright owner’s behalf in this situation.

Notices of copyright infringement claims should be sent by email to support@osiidx.com.

CONTACT US

Contact our Support Team if you have any questions. If you contact us by email or after-hours by phone, please allow up to 24 hours for someone to respond, although it is our goal to respond promptly as possible.

OSI IDX BROKER IDX WEBSITE

Clients who purchase a subscription to OSI IDX’s broker IDX website will be provided with a customized instance of customer facing OSI IDX broker IDX website (“Website”), subject to the following conditions:

MLS/IDX INTEGRATION

OSI IDX shall integrate Client’s MLS IDX data feed with those MLS Boards identified by Client. In some instances, OSI IDX may, at its sole and absolute discretion, configure multiple MLS feeds into a single platform. Each MLS may impose additional data license charges depending on the MLS. Any data license fees charged to OSI IDX on behalf of the client will be passed on to the client. 

Client warrants that: (1) Client is an owner/operator or a licensed agent with a brokerage; (2) Client is an active and licensed member of its respective MLS; (3) Client maintains its own MLS/IDX account with said MLS, and is not a licensee of such an account from a third party; (4) Client shall obtain and maintain all appropriate licenses to secure an IDX feed from its respective MLS; and (5) Client shall obey all rules and regulations, necessary to obtain said IDX feed.

Client agrees to promptly notify OSI IDX of any change to the IDX data feed or MLS user agreement that may affect the Site, including changes to OSI IDX’s Client’s right to use or integrate MLS data on or into the Site.

Client understands and agrees that if Client’s IDX provider or MLS Board(s) mandate changes in code, display, charges, or other requirements for use on the Site, OSI IDX may, at its sole and absolute discretion, elect to refuse to comply with said mandate(s). If this occurs, Client agrees that OSI IDX shall have no liability to Client for such non-compliance and/or any resulting termination of access to the data feed. Client understands and agrees that OSI IDX does not warrant accuracy of MLS Listing Data.

HOSTING

Excluding scheduled maintenance and circumstances beyond OSI IDX’s control (e.g. telecommunications failures, denial of service attacks, force majeure events, etc.), OSI IDX will use reasonable effort and care to ensure that the Site will be accessible at least 98% of the time on a monthly basis.

OSI IDX LEADS, ADVERTISING AND MARKETING TOOLS

OSI IDX warrants to use commercfially reasonable efforts and its best, professional judgment to provide its leads, advertising, and marketing services; nevertheless, OSI IDX does not warrant or guarantee any level of traffic to the Site or that Client’s revenues or profits will increase as the result of said service.

CUSTOMER SUPPORT AND TRAINING

OSI IDX provides its Clients with a wide variety of customer support and training services, including webinars, and in-person support via email or over the phone. OSI IDX reserves the right to periodically, update and change the services offered. OSI IDX may offer certain services and training modules at an additional fee.

SETUP FEES

Client agrees to pay OSI IDX a one-time, non-refundable set-up fee, the cost of which shall be stipulated in your OSI IDX Receipt of Purchase. 

MONTHLY FEES

Client agrees to pay OSI IDX a monthly fee in the amount stated on this sign up form and credit card submission page plus $5 aggregation fee per MLS feed. Client also agrees to pay OSI IDX for any and all fees that OSI IDX must pay to any MLS on behalf of client for access to the IDX MLS Listing Data feed. Client may cancel services provided by OSI IDX at any time with a written notice (email) to OSI IDX to avoid any and all future charges. Client understands that no refund or proration of refund will be provided to Client.

PAYMENT

Client agrees to pay all amounts promptly when due as stipulated on the Client’s OSI IDX Receipt of Purchase. Any fees not paid within seven (7) business days of the due date will be assessed a 10% late fee (“Late Fee”). If Client fails to pay any amounts due, including any Late Fees, within thirty (30) days of the due date, OSI IDX may, at its sole and absolute discretion, suspend the Services or terminate the Agreement.

LAUNCH DATE

Client agrees to provide OSI IDX, within seven (7) business days of Client’s executed agreement, access to the IDX data feed and other information, such as domain name, branding, content, and any other data necessary to implement the services (the “Implementation Data”). Upon receipt of the Implementation Data, OSI IDX will notify Client of the launch date for Client’s website. Failure to provide the Implementation Data within seven (7) business days may result in a delay in the launch date, or at OSI IDX’s sole and absolute discretion, OSI IDX may launch Client’s website using only the Implementation Data OSI IDX then possesses.

Client’s refusal or unnecessary delay in providing the Implementation Data shall constitute a material breach of this Agreement and result in the termination of this Agreement. In the event that this Agreement is terminated, Client understands and agrees that the Purchase Price and any set-up fees are non-refundable.

DOMAIN NAME AND CONTENT

OSI IDX reserves the right to refuse the use of any domain name or content for any reason in its sole and absolute discretion, including, but not limited to material that OSI IDX considers to be illegal, offensive, a violation of another party’s rights, or otherwise inappropriate.

BRANDING

Client warrants that all Client provided branding shall be compliant with all applicable federal, state and local laws, as well as all Multiple Listing Service (MLS) requirements. Client shall be solely responsible for any Client provided branding that is not compliant with applicable laws, MLS requirements, or infringes the rights of third parties.

FRAUDULENT CREDIT CARD CHARGES AND CLAIMS

All requests to negate charges are investigated by our legal department. If you make a fraudulent claim of unauthorized card usage, we will report this to the credit card services. A fraudulent report may result in cancellation of card services, negative information on your credit report, even the possibility of criminal charges filed against you.

TERM

The initial term of the Client’s monthly subscription will commence on the Sign Up Date and will automatically renew the following month, and each month thereafter, on the anniversary date of Sign Up Date.

TERM AND CANCELLATION POLICY

Monthly Agreements and no long-term contract - The term of this Agreement (i.e., your subscription to use the Web Site is 30 days. Subject to the terms herein, all subscriptions shall automatically renew for additional, consecutive 30-day period. You may elect to cancel this Agreement effective as of the last day of the then-current term of this Agreement at any time prior to such date by delivering written notice to OSI IDX.

In the event that you breach, or any person or entity acting on your behalf breaches, any of the terms of this Agreement, including, without limitation, the failure to make any required payments on a timely basis, or an initiation of a credit card dispute, OSI IDX may immediately suspend your Web Site and your access to your Web Site without notice, immediately terminate this Agreement (and the licenses granted to you herein), without any obligation to refund any fees or charges that you paid in advance. 

This Agreement and the licenses granted to you under this Agreement shall terminate automatically without notice upon your filing of a petition for bankruptcy.

OSI IDX further reserves the right to terminate this Agreement for any or no reason upon delivery of written notice to you.

Upon notice of cancellation, you must immediately cease using the Materials, all the rights granted to you hereunder shall immediately cease.

Provided that you are not in breach of this Agreement, upon termination of this Agreement by OSI IDX,  OSI IDX will refund any prepaid charges for the remaining whole months left in the term of your subscription, starting within one month of the termination. OSI shall have no obligation to maintain any Data stored in your account or to forward any Data to you or any third party.

REFUND POLICY

Since OSI IDX is offering non-tangible, irrevocable goods Client understands and agrees that the Purchase Price, any set-up fees, and any other amounts due OSI IDX are non-refundable. However, if OSI IDX elects to execute a Termination ‘without cause’ then OSI IDX will refund to client a pro-rated share of the purchase price, minus any and all set-up fees.

OSI IDX reserves the right to modify this Refund Policy at its discretion, or against any customer it believes is abusing this policy. Any such revision or change will be binding and effective immediately after posting of the revised Refund Policy on OSI IDX Web sites. You agree to periodically review our Web sites, including the current version of our Refund Policy. Our refund policy is made available on our Web sites. It is your obligation to review our refund policy for any such revisions.

LINKED MATERIALS AND THIRD-PARTY MATERIALS

The Services include links to third-party products, services and web sites, as well as materials provided by third parties. OSI IDX does not endorse, and takes no responsibility for such products, services, web sites, and materials. You understand that OSI IDX has no obligation to, and generally does not, approve or monitor materials provided by third parties through the Services. Your dealings with any third party arising in connection with the Services are solely between you and such third party, and OSI IDX takes no responsibility for any damages or costs of any type arising out of or in any way connected with your dealings with these third parties.

NO WARRANTY

OSI IDX PROVIDES THE SERVICES “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE,” AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OSI IDX AND ITS SUPPLIERS MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. OSI IDX AND ITS SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (A) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (B) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (C) WARRANTIES OR CONDITIONS OF UNINTERRUPTED OR ERROR-FREE ACCESS OR USE.

LIABILITY LIMITATION & EXCLUSIVE REMEDY

IN NO EVENT WILL OSI IDX OR ANY SUPPLIER BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THESE TERMS OF USE OR YOUR USE OF THE SERVICES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES UNDER THIS PARAGRAPH IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY SET FORTH BELOW AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (A) BREACH OF CONTRACT, (B) BREACH OF WARRANTY, (C) NEGLIGENCE, OR (D) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW. IF YOU DO NOT AGREE WITH ANY PART OF THESE TERMS OF USE, OR YOU HAVE ANY DISPUTE OR CLAIM AGAINST OSI IDX OR ITS SUPPLIERS WITH RESPECT TO THESE TERMS OF USE OR THE SERVICES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICES.

INDEMNIFICATION

You agree to defend and hold OSI IDX, its affiliates, and their respective directors, officers, employees, and agents harmless from any and all claims and demands made by any third party due to or arising out of your breach of these Terms of Service, your use of the Services, your violation of any law or the rights of a third party, or any submission made through your user account on the Services or that you otherwise make available through the Services.

RELEASE

You release OSI IDX, its affiliates, and their respective directors, officers, employees and agents from all liability related to any and all claims and demands you may assert against any third party arising out of the Services. If you are a California resident, you waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”

CHOICE OF LAW & DISPUTES

These Terms of Service are governed by the laws of the State of Texas, without giving effect to its conflict of law provisions. You agree to submit to exclusive jurisdiction. and venue in the state and federal courts sitting in Johnson County, Texas for any and all disputes, claims and actions arising from or in connection with the Services and/or these Terms of Use. In any dispute arising under this Agreement, the prevailing party will be entitled to reasonable attorney’s’ fees and legal expenses.

HEADINGS

The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

ASSIGNMENT

OSI IDX may assign or delegate these Terms of Service, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms of Service without OSI IDX’s prior written consent, and any unauthorized assignment and delegation by you is void.

SEVERABILITY

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

WAIVER

The failure of OSI IDX to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

ENTIRE AGREEMENT

These Terms of Service and any policies or operating rules posted by us on the Site or in respect to the Service constitutes the entire agreement and understanding between you and OSI IDX and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).