PropertyPhotos.com – End User Agreement
Updated: October 14, 2022
This End User Agreement (the “Agreement”) states the basic terms and conditions that govern your purchase of or license to
access and use the PropertyPhotos.com LLC (“PropertyPhotos.com”) products and services that you order through the
PropertyPhotos.com website and its subdomains (the “Website”).
PropertyPhotos.com may modify this Agreement at any time without notice to you. If we modify this Agreement, we will post
the updated version on the Website and update the “Updated” date at the top of this Agreement. We recommend that you
review this Agreement periodically for any changes. Your continued access to or use of the products or services ordered
through the Website will constitute your acceptance of the revised legally binding Agreement.
By accepting the terms of this Agreement, you represent and warrant that (i) you are at least 18 years old and are lawfully able
to accept this Agreement, and (ii) if you are acting as the representative of an entity, you are authorized to accept this
Agreement on behalf of that entity, and that the entity is bound by this Agreement.
- OWNERSHIP OF ASSETS.
PropertyPhotos.com grants you sole and exclusive ownership of the visual assets produced for
you by PropertyPhotos.com (each an “Asset”). This includes all applicable copyright, trademark, patent, trade secret,
trade dress, moral rights and other intellectual property rights in and to the Assets. If and to the extent
PropertyPhotos.com may, under applicable law, be entitled to claim any ownership interest or moral rights in the Assets,
PropertyPhotos.com irrevocably sells, transfers, grants, conveys, assigns, and relinquishes exclusively to you any and all
right, title, and interest it has or may hereafter acquire in and to the Assets under patent, copyright, trade secret,
trademark or other intellectual property law in perpetuity or for the longest period otherwise permitted by law.
Notwithstanding the foregoing, Assets are limited to the end product provided to you and do not include (i) any of
PropertyPhotos.comʼs or its affiliatesʼ know-how, underlying processes or equipment, or trade secrets owned or developed
by PropertyPhotos,com or its affiliates during the course of creating any Asset; or (ii) any modifications or changes to the
Assets created by PropertyPhotos.com or its affiliates in exercise of the license rights set forth in Section 2 of this
Agreement. In addition, the following restrictions apply:
Ownership of 3D Assets created using 3D modeling software is not exclusive; and
Virtual Tours and Matterport Tours are only eligible to be shared with new owners if the appropriate subscription for
hosting such Assets has been procured by the new owner.
LICENSE TO ASSETS.
You grant to PropertyPhotos.com and our affiliated entities (solely for the “Permitted Purposes”
set forth below) a perpetual, irrevocable, royalty-free, worldwide, non-exclusive right and license to access, use, extract,
aggregate, compile, reproduce, modify, adapt, publish and create derivative works from the Assets, and to sublicense,
distribute, display, store and transmit such Assets between PropertyPhotos.com and its affiliates, and to incorporate the
Assets in other works in any form, media or technology now known or later developed. The Permitted Purposes include:
You represent and warrant to PropertyPhotos.com that you possess sufficient rights to grant to PropertyPhotos.com and
its affiliates the foregoing license to the Assets.
support and provision of a product, or other software, service or related solution purchased by or provided to you by
PropertyPhotos.com or its affiliates, and all other uses necessary for Propertyphotos.com to perform its obligations
under these Terms;
maintenance, operation, and enhancement of a product or service provided by PropertyPhotos.com or its affiliates;
distribution, display or publication in summary and benchmark reports;
distribution, display or publication in social media websites, including, without limitation, Facebook®, Instagram®,
YouTube®, LinkedIn® and Pinterest®;
distribution, display or publication in Internet listing services or in any other third-party services providers specified
by you in writing; and
any other purposes expressly authorized by you.
By uploading or posting any content (such as images, video, audio or text) to the Website that was not
created by PropertyPhotos.com or its affiliated entities (collectively, “User Content”), you grant PropertyPhotos.com and
its affiliated entities a worldwide, non-exclusive, perpetual, irrevocable, royalty-free right to use, reproduce, modify, adapt,
tag, publish, translate, create derivative works from, distribute, perform and display such User Content solely for the
PropertyPhotos.com, our logo and any other product or service name, or slogan contained in the Assets or
Services are trademarks of PropertyPhotos.com and our suppliers or licensors and may not be used without our prior
written permission or the written permission of the applicable trademark owner. All other trademarks, product names and
company names or logos used in conjunction with the Assets or Services are the property of their respective owners. Our
reference to their products, services, processes or other information, by trade name, trademark or otherwise does not
constitute or imply any endorsement, sponsorship or recommendation by us̶unless we specifically state otherwise.
TERM AND TERMINATION.
Your right to access and use the Assets and Services will commence upon your acceptance
of this Agreement, and shall continue for so long as you remain in compliance with the terms of this Agreement (including,
without limitation, any payment obligations and use restrictions).
NVOICING AND PAYMENT.
y electing to license or purchase any Asset or Service offered by PropertyPhotos.com, you
must agree to the payment terms provided in this Agreement and, as applicable, at the point of purchase. If you do not
agree to such terms, you may not access or use the corresponding Asset or Service.
The prices displayed on the Website are quoted in U.S. Dollars. In addition to the pricing displayed on the Website
for any Asset or Service that you order, you will be responsible for all applicable taxes.
By clicking through the online order process on the Website, you agree to make payment to PropertyPhotos.com in
the amount provided to you on the checkout page.
Unless otherwise expressly stated in an invoice from PropertyPhotos.com to You, You are responsible for payment in
full at the point of purchase.
Given the nature of the Assets, PropertyPhotos.com has a no refund policy. With that said, we are committed to
providing you with a quality product and, if we fell short of your expectations, we want to hear from you. If you are
dissatisfied with your purchase, please contact us at firstname.lastname@example.org and tell us about your concern. We
will work with you to ensure that you remain a loyal customer of ours for years to come.
Services may be terminated or cancelled by notifying PropertyPhotos.com in writing at email@example.com
prior to commencement of performance of such Service. Upon commencement of such Service, PropertyPhotos.com
has a no refund policy.
PropertyPhotos.com warrants that (i) it has all necessary rights and authority to enter into and
perform under this Agreement, and (ii) each Asset or Service will substantially conform to the product specifications
applicable to such Asset or Service and published at
www.specifications.controls.realpage.com . This warranty is contingent on the Asset or Service being used in
the manner and environment contemplated in the applicable product
specifications. The sole and exclusive remedy for a breach of the foregoing warranty is the replacement of the Asset, re-
performance of the Service, or refund of the applicable fee (as determined by PropertyPhotos.com in its discretion).
ROPERTYPHOTOS.COMʼS WARRANTY IS STATED IN SECTION 7. EXCEPT AS EXPRESSLY STATED IN
THIS AGREEMENT, THE ASSETS AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT
ANY PROMISES OR WARANTIES (EXPRESS OR IMPLIED)̶INCLUDING, WITHO UT LIMITATION, ANY WARRANTIES OF
MERCHANTABILITY, FUNCTIONALITY, RELIABILITY, ERROR-FREE NATURE, NON-INFRINGEMENT, FITNESS FOR A
PARTICULAR PURPOSE (EVEN IF THAT PURPOSE IS KNOWN TO US), OR ARISING FROM A COURSE OF DEALING,
USAGE, OR TRADE PRACTICE. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS
LIMITATION OF LIABILITY.
IN NO EVENT SHALL PROPERTYPHOTOS.COM, OUR AFFILIATES, OR OUR OR THEIR
RESPECTIVE LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY SPECIAL, INDIRECT,
PUNITIVE, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS OR REVENUES,
WHETHER BASED IN CONTRACT, TORT OR OTHERWISE, AND WHETHER AT LAW OR IN EQUITY, ARISING OUT OF OR
IN ANY WAY CONNECTED WITH THIS AGREEMENT, EVEN IF PROPERTYPHOTOS.COM IS AWARE OF THE POSSIBILITY
OF SUCH LOSS OR DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF PROPERTYPHOTOS.COM, OUR
AFFILIATES, OR OUR OR THEIR RESPECTIVE LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS,
WHETHER BASED IN CONTRACT, TORT OR OTHERWISE, AND WHETHER AT LAW OR IN EQUITY, ARISING OUT OF OR
IN ANY WAY CONNECTED WITH THIS AGREEMENT, EXCEED YOUR ACTUAL, PROVABLE DIRECT DAMAGES CAPPED
BY THE AMOUNT YOU HAVE PAID, IF ANY, TO PROPERTYPHOTOS.COM UNDER THE TERMS OF THIS AGREEMENT
DURING THE 12-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE EVENT GIVING RISE TO THE CLAIM
Some U.S. states and foreign countries do not permit the exclusion or limitation of implied warranties or liability for
certain categories of damages. Therefore some or all of the limitations in this Agreement may not apply to you to the
extent they are prohibited or superseded by such state or foreign provisions. The foregoing limitations of liability will
apply even if the limited remedies herein fail of their essential purpose.
You acknowledge and agree that your breach of this Agreement may cause PropertyPhotos.com
irreparable harm from which no adequate remedy exists at law, and for which damages may not be an adequate remedy,
and that, upon any such breach or threatened breach, PropertyPhotos.com will be entitled to injunctive relief without
prejudice to any other right in law or equity and without the necessity of prior demand or proof of damage.
The term “Confidential Information” means a partyʼs non-public business, financial,
technical, legal and personnel information, and includes, without limitation, programming, code, software, formulas,
methods, know how, processes, designs, techniques, related documentation, as well as all information clearly identified as
confidential at the time of disclosure by Propertyphotos.com to you. “Confidential Information” does not include
information that (i) is or becomes generally available to the public other than as a result of disclosure by the receiving
party (the “Recipient”) or anyone to whom the Recipient transmits the information, (ii) becomes available to the Recipient
on a non-confidential basis from a source other than the disclosing party who, to the Recipientʼs knowledge, is not bound
by a confidentiality agreement with the disclosing party, (iii) was rightfully known to the Recipient or in its possession
prior to the date of disclosure by the disclosing party, or (iv) is independently developed by the Recipient without any
benefit of or reference to the disclosing partyʼs Confidential Information. No party to this Agreement will publish, disclose,
copy, disseminate or use the Confidential Information of another party in its business or for any other purpose except as
expressly permitted in this Agreement. As a limited exception, a party may disclose another partyʼs Confidential
Information solely as necessary to comply with a subpoena or other legal request, so long as prompt prior notice (if legally
permitted) is provided to the party whose Confidential Information is being disclosed.
You agree to indemnify and hold harmless PropertyPhotos.com, our affiliates, and our respective
directors, officers, employees, and agents from and against any and all claims and liabilities (including reasonable
attorneysʼ fees) that may arise from (i) your access to or use of any Asset or Service in a manner not contemplated or
permitted under the terms of this Agreement, (ii) your failure to comply with any provision of this Agreement; (iii) your
failure to comply with applicable local, state, federal or international laws in the use of any Asset or Service.
PropertyPhotos.com reserves the right to assume the exclusive defense and control of any such matter, and you agree to
cooperate with any reasonable requests for assistance with such defense.
JURISDICTION AND LAW
You agree that any claim, action, or proceeding arising under this Agreement shall be governed
by and construed in accordance with the laws of the State of Texas applicable to contracts to be wholly performed
therein, and any action based on or alleging a breach of these Terms must be brought in a state or federal court located in
Dallas County, Texas. You agree to submit to the personal jurisdiction of such courts.
Any notice to PropertyPhotos.com under this Agreement shall be in writing and delivered in person, by
nationally recognized express courier or by certified mail to: PropertyPhotos.com LLC, 2201 Lakeside Boulevard,
Richardson, Texas 75082, ATTN: Legal Department. Such notice shall be deemed given on the same day if delivered in
person, or on the next business day if delivered by any other expressly permitted method.
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal or
unenforceable, that provision will be enforced to the maximum extent permissible so as to effect the intent of the parties,
and the remainder of the Agreement will continue in full force and effect.
The only way a party may waive any of its rights under this Agreement is through a specific written waiver by its
authorized representative. No waiver of one provision shall be interpreted as a waiver of any other provision of this
NO THIRD PARTY BENEFICIARIES.
This Agreement is between you and PropertyPhotos.com. Except to the extent
expressly stated in this Agreement, there are no third party beneficiary rights.
You may not assign to any third party any of your respective rights or obligations under this Agreement
without PropertyPhotos.comʼs prior written permission, not to be unreasonably withheld.
Neither party will be responsible for failure or delay of performance if caused by an act of God; act of
war, hostility or sabotage; electrical, internet or telecommunications outage that is not caused by the obligated party;
government restrictions; or other event outside the reasonable control of the obligated party. This does not excuse you
from your applicable payment obligations.
This Agreement, any order form incorporating this Agreement, and the Product Specifications
understanding of the parties concerning the subject matter contained herein. No party is relying on any warranties,