Terms & Conditions of Service

Effective January 1, 2016

Welcome to commercialobserver.com, a website owned and operated by operated by Observer Media LLC, (hereinafter referred to as “Observer”, “We” or “Us”), a New York limited liability company. The following page explains the terms and conditions by which you may use our web site, mobile device software applications, and any other mobile or web services or applications owned, controlled, or offered by Observer and its affiliates (collectively, the “Site”). By accessing or using the Site, you represent that you have read, understood and agree to be bound by the following terms of use agreement (the “Terms of Use Agreement”). Please read the Agreement carefully. These Terms of Service establish the rights that Observer and others in the user community will have in and to any content that You contribute to the Dataset. In addition, when you use any current or future Observer service or visit or purchase from any business affiliated with us, whether or not included in the commercialobserver.com website, you also will be subject to the terms and conditions applicable to such service or business.

Commercial Observer and Realgraph provide information about companies, buildings, people and the activities that connect them.

The Dataset (the “Dataset”) is a structured set of data, text, and media files that include information about companies, products, people, investors and the activities that connect them together. The Platform (the “Platform”) provides access to the Dataset through the website (the “Site”), mobile applications, API, data exports and widgets. The Platform and Dataset (together, the “Service”) is operated by Observer.

The user is referred as to as “You”. If the user is an individual, You means such individual. If the user is a corporation, partnership or other entity (“Corporate Entity”), You refers to such Corporate Entity and the individual represents and warrants that the individual has the authority to bind the Corporate Entity.

Acceptance of Agreement

By accessing or using the Service, You acknowledge that You have read, understand and agree to be bound by these Terms of Service (“Terms of Service” or “Agreement”), whether or not You have a registered account for the Service. We reserve the right, at any time, to add to, change, update, or modify these Terms of Service, simply by posting such change, update, or modification on the Site and without any other notice to You. Any such change, update, or modification will be effective immediately upon posting on the Site. It is Your responsibility to review these Terms of Service from time to time to ensure that You continue to agree with all of its terms.

Privacy

Please review our Privacy Policy which also governs your visit to the Site, to understand our practices concerning privacy matters.

Registration

When you register on our Site for the use of our Services, you agree to provide true, accurate, current and complete information about yourself as required by our registration application, and to maintain and promptly update the information provided by you in order to keep it true, accurate, current and complete. You further agree that you are creating the account for yourself, and not for a third party. In addition, you agree that you will comply with all policies of the Site, including this Terms of Service. You agree to provide accurate data and information when using the Site, and that you answer all questions, polls and complete all tasks to the best of your ability and using information that you believe to be truthful. You agree not to use the Services or access the Site with malicious intent. You also represent that you are not a person barred from receiving our Services under the laws of the United States or any other applicable jurisdiction. By using the Site, you represent that you are over the age of 13. If you do not comply with the foregoing conditions, or we reasonably suspect that information provided by you is in violation of the foregoing conditions, we have the right to suspend or terminate your account and refuse any and all current or future use of our Services (or any portion thereof).

To register for an account online, you must have a valid email address. In addition to your email address, we ask that you provide us with your first and last name, and a password. We may also ask for LinkedIn, Twitter and any other social media profiles you may have and we may use your personal information from those sites. We may also allow you to download the Realgraph app onto your smartphone and begin using it immediately without providing an email address. If you download the app, we will generate a unique identifier for your app installation and will pre-register you on our system. By downloading the app, you agree to be bound by these Terms and Conditions. You agree to provide registration information if we ask for it at a later date. If you do not provide us with registration information, your access to the app and to the Site and Services may be revoked.

We assume no responsibility for the timeliness, deletion, misdelivery or failure to store any user communications or personalization settings. You are responsible for obtaining access to our Services, and that access may involve third-party fees (such as Internet service provider or airtime charges). If you use your mobile device to access our Site or use our Services, you understand that you are responsible for any fees that your mobile service provider charges for data or SMS services. In addition, you must provide and are responsible for all equipment necessary to access our Services.

Once you complete our registration application, you will receive a password and account designation. It is your responsibility to maintain the confidentiality of your password. If you use this Site, you agree to accept responsibility for all activities that occur under your account or password. You agree to notify us immediately of any unauthorized use of your account or if you feel your password has been compromised, or for any other breach of security. To better maintain account security, be sure to log out from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

We reserve the right to refuse service, terminate accounts, remove or edit content, at our sole discretion.

User Contributions

When you visit commercialobserver.com or send e-mails to us, you are communicating with us electronically. You acknowledge that you can access information that is provided electronically, and you consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

If You create or modify any content on the Platform, You agree to (a) provide accurate, and current information; (b) maintain the security of Your password and identification if You have one; (c) be fully responsible for all use of Your account and for any actions that take place using Your account.

By contributing or posting any content on the Service (including making updates to existing content on the Dataset or adding new content to the Dataset) (“Your Content”), You grant Observer and our assigns, agents, and licensees the non-exclusive, irrevocable, royalty free, perpetual, worldwide license, with the right to sublicense through multiple tiers of sub-licensees, to use, reproduce, modify, display, perform, and distribute Your Content in any medium and through any form of technology whether now in existence or which comes into existence in the future. You should not upload any content in which You do not have sufficient rights to grant this license to Observer.

Observer owns all rights, title, and interests in intellectual property rights in any contributions by its employees, any derivative works developed by Observer and the compilations and collective works in the Dataset, including those works incorporating Your Content (but not rights to Your Content by itself).

The Dataset benefits from content, including media files, submitted by anonymous users, registered users, partners, and the Observer staff. This information may be inaccurate and / or out-of-date. Observer assumes no responsibility regarding the accuracy of the information in the Service. Use of such information is at Your own risk.

Observer shall not be responsible for any failure to remove, or delay in removing, harmful, inaccurate, unlawful, or otherwise objectionable content from the Service. Observer has no responsibility or liability for the deletion or failure to store or display any content that is contributed to the Dataset.

The Dataset may be changed, updated, or deleted without notice for any reason at Observer’s sole discretion.

Your Use of the Dataset

Non-Commercial Use of the Dataset

If You display or distribute all or part of the Dataset (hereafter also referred to as the “Content”), You are required to provide attribution that is plainly visible to all users of the Content. Attribution gives everyone in the community the opportunity to correct errors and keep the Content up to date. Ultimately, You have the responsibility to ensure You are in full compliance with the license terms whenever You use or reuse the Content.

Attribution

Attribution must clearly state that the Content is sourced from the Dataset and link to the webpage of the source material on the Site. When You are using Content from a specific entity within the Dataset, asks that You use a snippet in the following form:

Source: <a title="NAME on Commercial Observer" href="https://commercialobserver.com/NAMESPACE/PERMALINK">NAME on Commercial Observer</a>

When You are referencing Content from multiple entities within the Dataset, Observer asks that You use a snippet in the following form:

Source: <a title="Commercial Observer" href="https://commercialobserver.com/">Commercial Observer</a>

The attribution will look like:

Source: Commercial Observer

If you have any questions concerning attribution, feel free to contact us by e-mailing licensing@commercialobserver.com.

Commercial Use of the Dataset

We encourage others to incorporate all or part of the Dataset into commercial applications, but to protect the community’s investment in the Dataset and safeguard the integrity of the Dataset, Observer requires a separate license for commercial use. Commercial is defined by the Creative Commons Attribution-NonCommercial License [CC-BY-NC] as a use in any manner that is primarily intended for or directed towards commercial advantage or monetary compensation.

Observer is committed to helping people build on the Dataset, and being flexible in working with companies of all shapes and sizes. Please for more details and to work with us at licensing@commercialobserver.com.

Elements of the Service

The graphical layout and schema of the Site, and all other elements of the Site, software applications, Content and the Service not described above are owned by Observer or its licensors, and may not be reproduced without permission.

Copyright

The compilation of all content on the Site is the property of Observer and is protected by U.S. and international copyright laws. All software used on the Site is the property of Observer or its software suppliers and is protected by U.S. and international copyright laws.

Trademarks

The Realgraph name, Observer name and others are our service marks or registered service marks or trademarks. Other products and company names mentioned on the Site may be trademarks of their respective owners. Observer’s service marks, trademarks and trade dress may not be used in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits Observer or commercialobserver.com. All other trademarks not owned by Observer or its subsidiaries that appear on the Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Observer, its parents, affiliates or subsidiaries.

User Conduct

You represent, warrant and agree that no contributions of any kind submitted to the Site for the Dataset or otherwise posted, transmitted, or shared by You on or through the Site or Service will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libelous, defamatory or otherwise unlawful material.

In addition, You agree not to:

1. harvest or collect email addresses or other contact information of other users from the Site or Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;

2. use the Site or Service in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Site or Service;

3. upload, post, transmit, share, store or otherwise make available any content that we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;

4. impersonate any person or entity, or falsely state or otherwise misrepresent Yourself, Your age or Your affiliation with any person or entity;

5. upload, post, transmit, share or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;

6. upload, post, transmit, share, store or otherwise make publicly available on the Site or Service any private information such as Social Security numbers and credit card numbers;

7. solicit personal information from anyone under 18 or solicit passwords or personally identifying information for commercial or unlawful purposes;

8. upload, post, transmit, share or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

9. intimidate or harass another;

10. upload, post, transmit, share, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law;

11. use or attempt to use another’s account, service or system without authorization from Observer, or create a false identity on the Site or Service.

12. upload, post, transmit, share, store or otherwise make available content that, in our sole judgment, is objectionable or which restricts or inhibits any other person from using or enjoying the Site, or which may expose Observer or its users to any harm or liability of any type.

13. post anything that exploits children or minors or that depicts cruelty to animals.

Copyright Infringement Policies

Observer has in place certain legally mandated procedures regarding allegations of copyright infringement (as well as other intellectual property rights) occurring on the Site. Observer has adopted a policy that provides for the immediate suspension and/or termination of any Site user who is found to have infringed on the rights of Observer or of a third party, or otherwise violated any intellectual property laws of Observer or a third party. The policy is to investigate any allegations of infringements of third party rights brought to Observer’s attention. If You have evidence, know, or have a good faith belief that Your rights or the rights of a third party have been violated and You want Observer to delete, edit, or disable the material in question, You must provide Observer with all of the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (b) identification of the right claimed to have been infringed, or, if multiple rights are covered by a single notification, a representative list of the relevant parts of the Service; (c) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit Observer to contact You, such as an address, telephone number, and if available, an electronic mail address at which You may be contacted; (e) a statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the owner of rights, its agent, or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that You are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. For this notification to be effective, You must provide it to Observer’s designated agent at:

Copyright Agent
Observer Media
1 Whitehall Street NY, NY 10004 USA
info@commercialobserver.com

Links to Third Party Sites

The Site contains (or You may be sent through the Site) links to other web sites (“Third Party Sites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties on such websites (the “Third Party Site Content”). Observer does not control or monitor such Third Party Sites or Third Party Site Content, and Observer is not responsible for any Third Party Sites or Third Party Site Content accessed through the Site or Service. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Site Content does not imply approval or endorsement thereof by Observer. If You decide to leave the Site or Service and access the Third Party Sites, You do so at Your own risk and You should be aware that Site Terms of Service and other Observer policies no longer govern.

Relationship of the Parties

You and Observer are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales relationship, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on Observer’s behalf.

Removal of Account

You may request removal of your account, any associated email address and access to our Services by submitting a removal request to us.

We may, without prior notice, immediately delete, limit your access to or suspend your account and access to our Services. Cause for such action shall include, but not be limited to, any breaches or violations of the Agreement or the Site Policies or other agreements or guidelines on the Site, requests by law enforcement or other government agencies, discontinuance or material modification to our Services (or any part thereof), unexpected technical or security issues or problems, extended periods of inactivity, your engagement in fraudulent or illegal activities, and/or nonpayment of any fees owed by you in connection with our Services. All deletions, limitations of access and account suspensions shall be made at our sole discretion and we are not liable to you or any third party for the deletion of your account or access to our Services.

Removal of your account includes any or all of the following: (a) removal of access to all or part of the offerings within our Services, (b) deletion of your password and all related information (or any part thereof), and (c) barring of further use of all or part of our Services.

Disclaimer Of Warranties And Limitation Of Liability

THIS SITE IS PROVIDED BY OBSERVER ON AN “AS IS” AND “AS AVAILABLE” BASIS. OBSERVER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS SITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK.

TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, OBSERVER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. OBSERVER DOES NOT WARRANT THAT THIS SITE, ITS SERVERS, OR E-MAIL SENT FROM COMMERCIALOBSERVER.COM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. OBSERVER WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING, BUT NOT LIMITED TO INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THIS SITE AND THE PRODUCTS, SERVICES, AND INFORMATION PRESENTED WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.

WE AND OUR AFFILIATES SHALL NOT BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING IN ANY WAY FROM (A) ANY ERRORS IN OR OMISSIONS FROM THE SITE OR ANY SERVICES OR PRODUCTS OBTAINABLE FROM THE SITE, (B) THE UNAVAILABILITY OR INTERRUPTION OF THE SITE OR ANY FEATURES OF THE SITE, (C) YOUR USE OF THE SITE OR WITH THE DELAY OR INABILITY TO USE THE SITE, (D) THE CONTENT CONTAINED ON THE SITE, OR (E) ANY DELAY OR FAILURE IN PERFORMANCE BEYOND OUR CONTROL.

THE AGGREGATE LIABILITY OF US AND OUR AFFILIATES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE SITE, OR THE PRODUCTS, SERVICES OR INFORMATION PROVIDED BY THE SITE SHALL NOT EXCEED $100 AND THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST US AND OUR AFFILIATES.

ANY CAUSE OF ACTION YOU MAY HAVE WITH RESPECT TO THE SITE OR ANY PRODUCTS OR SERVICES PURCHASED USING THE SITE MUST BE BROUGHT BY YOU WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ARISES OR BE FOREVER WAIVED AND BARRED.

Indemnification

You agree to indemnify, defend and hold us and our partners, agents, officers, directors, employees, subcontractors, successors and assigns, third party suppliers of information and documents, attorneys, advertisers, product and service providers and affiliates harmless from any liability, loss, claim and expense, including reasonable attorney’s fees, related to your violation of the Site Policies or use of our website.

Applicable Law

By visiting commercialobserver.com, you agree that the laws of the state of New York, without regard to principles of conflict of laws, will govern the Site Policies and any dispute of any sort that might arise between you and Observer or its affiliates.

Disputes

Any dispute or unresolved controversy arising out of or relating to the Site Policies, your visit to commercialobserver.com or to products you purchase through the Site shall be submitted to confidential arbitration under the auspices of JAMS in New York County, New York, except that, to the extent you have in any manner violated or threatened to violate Observer intellectual property rights, Observer may seek injunctive or other appropriate relief in any state or federal court in the state of New York, and you consent to exclusive jurisdiction and venue in such courts. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. Each party will bear its own costs with respect to any disputes arising under the Site Policies. To the fullest extent permitted by applicable law, no arbitration under the Site Policies shall be joined to an arbitration involving any other party subject to the Site Policies, whether through class arbitration proceedings or otherwise. By using the site, you specifically agree to be bound by this arbitration provision, and agree that all disputes must be arbitrated on an individual basis. You specifically agree that you have no right or authority to bring any dispute as a class, collective or representative action.

Miscellaneous

The language in the Terms of Use Agreement shall be interpreted as to its fair meaning and not strictly for or against any party. The Terms of Use Agreement, including any Content or Published Information provided by you on the Site may be automatically assigned by us in our sole discretion to a third party in the event of an acquisition, sale or merger. Should any part of the Terms of Use Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the Site is in conflict or inconsistent with the Terms of Use Agreement, the Terms of Use Agreement shall take precedence. Our failure to enforce any provision of the Terms of Use Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under the Terms of Use Agreement shall survive any termination of the Terms of Use Agreement.

Other Site Policies and Modification

From time to time, we may post revised versions of existing policies or new policies on our website. Please review all of our other policies posted on this Site. These policies also govern your visit to commercialobserver.com. We reserve the right to make changes to our Site, policies, and this Terms of Use Agreement at any time.