Welcome to National Association of Real Estate Investment Trusts, Inc.’s ("NAREIT®”) Web site located at www.reit.com (“Site”). The following terms and conditions (“Terms”) govern your use of this Site.
PLEASE READ THE FOLLOWING TERMS CAREFULLY BEFORE USING THIS SITE. BY USING THIS SITE, YOU ARE AGREEING TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, OR IF YOU ARE UNDER 18 YEARS OF AGE, YOU ARE NOT GRANTED PERMISSION TO USE THIS SITE AND SHOULD EXIT IMMEDIATELY. NAREIT may suspend or terminate your account and/or your ability to use the Site or any services on the Site for failure to comply with these Terms, for providing NAREIT with untrue or inaccurate information about yourself, or for any other reason whatsoever or for no reason. NAREIT may discontinue or change the Site, or its availability to you, at any time, and you may always terminate your usage of the Site at any time. Throughout these Terms, the term “you,” “your” and “yours” (and similar terms) shall be deemed to refer to (i) any individual accessing the Site, as well as (ii) any entity or other organization (A) on behalf of which such individual has accessed or attempted to access the Site or appears to NAREIT to have accessed or attempted to access the Site, or (B) that such individual otherwise represents (whether in the individual’s capacity as an officer, director, employee, representative, agent or otherwise) or appears to NAREIT to represent.
1. Informational Purposes Only
NAREIT is the worldwide representative voice for REITs and publicly traded real estate companies with an interest in U.S. real estate and capital markets. NAREIT is not acting as an investment adviser, investment fiduciary, broker, dealer or other market participant, and no offer or solicitation to buy or sell any security or real estate investment is being made by the Site. The information on this Site is for informational purposes only and the Site is not intended to be a solicitation related to any particular company, nor does NAREIT intend to provide investment, financial, legal or tax advice, and no information, services, or materials offered by or through this Site shall be construed as such. This information is not intended by NAREIT to serve as the basis for any investment decision. Investments and solicitations for investment must be made directly through an agent, employee or representative of a particular investment or fund and cannot be made through NAREIT. Investors should consult with their investment fiduciary or other market professional, and legal, tax or other advisers before making any investment in any security, fund or other investment, regarding the appropriateness of investing in any of the securities or investment strategies discussed on or through the Site. Nothing herein should be construed to be an endorsement by NAREIT of any specific company or products or as an offer to sell or a solicitation to buy any security or other financial instrument or to participate in any trading strategy. Opinions, where and when expressed, are subject to change without notice. All index information, investment returns or performance data (past, hypothetical or otherwise) are not necessarily indicative of future returns or performance. Before an investment is made in any security, fund or investment, you should request a copy of the prospectus or other disclosure or investment documentation and read it carefully. Such prospectus or other information contains important information about a security’s, fund’s or other investment’s objectives and strategies, risks and expenses. Investors should read such information carefully before making an investment decision or paying any money, to provide assurance to such investor that the investment is appropriate for the investor’s own goals and risk tolerance.
2. Membership and Registration
In order to access certain content, services, products or benefits on the Site, such as the Real-Time REIT Index (“Product(s)”) provided through our proprietary website system (the “Services”), you may be asked to register and create an account on the Site in order to become a registrant (a “Registrant”). By applying to become a Registrant and obtaining the Products, you represent that you are eighteen (18) years of age or older. As part of the application process to become a Registrant, you must click to agree to these Terms, and will then be asked to select a user name and password. You are fully responsible for your account, including use of the account by any third party and maintaining the confidentiality of your password. Your request for registration will not be effective until approved by NAREIT, which may be accepted or rejected by NAREIT in its sole and absolute discretion, for any reason whatsoever, or for no reason. In order to become a Registrant you may be required to provide NAREIT with certain information about yourself, including without limitation some types of personally identifying information, such as your name, address, email address and bank or credit card information. You may terminate your account at any time by contacting us at firstname.lastname@example.org; however, you will remain liable for any and all payments due for any charges made to your account.
3. Proprietary Rights and Site Material
As between any user of the Site and NAREIT, NAREIT owns or licenses all data, content, graphics, forms, artwork, images, photographs, functional components, audio clips, video clips, software and software concepts and documentation, Products and other material on, in or made available through the Site, including but not limited to index averages, prices, quotations, news articles and illustrations (collectively, the “Site Material”). The Site is protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions and other copyright, trademark, patent and other applicable laws. You agree not to remove or alter any copyright notice or any other proprietary notice on any Site Material. As between any user and NAREIT, all names, trademarks, service marks, certification marks, symbols, slogans or logos appearing on the Site are proprietary to NAREIT or its affiliates, licensors, or suppliers. Use or misuse of these trademarks is expressly prohibited and may violate federal and state trademark law. Under no circumstances will you have any rights of any kind in or to the Site, other than the right to use the Site in accordance with these Terms. The access, viewing and use of one or more of the Products may be subject to terms and conditions specific to such Products (“Associated Terms and Conditions”), and you agree to abide by all of such Associated Terms and Conditions. In the event that any Associated Terms and Conditions may be deemed to conflict with or be contrary to the terms and conditions contained herein, such Associated Terms and Conditions shall be controlling and binding upon you.
4. Unauthorized Activities
You are responsible for all charges incurred under your account as a Member on the Site, whether made by you or another person using your account, whether or not authorized by you. You agree that you will not use the Site for (a) any illegal or unauthorized purposes that violate any laws (including import, export and copyright laws); (b) modifying, adapting or hacking into the Site or for modifying another website so as to falsely imply that it is associated with NAREIT; (c) uploading, posting, hosting, or transmitting unsolicited email, SMSs, “spam” messages, worms or viruses or any code of a destructive nature; (d) contacting any other user of the Site who has requested not to be contacted; (e) stalking or harassing anyone; (f) posting non-local or otherwise irrelevant User Content (as defined below) or otherwise impose an unreasonable or excessively great amount of User Content on the Site; or (g) attempting to gain unauthorized access to NAREIT’s computer system or engaging in any activity that interferes with the performance of, or impairs the functionality of the Site or any services provided through the Site. Except for any license rights that may be granted to you by NAREIT for use of its Real-Time REIT Index or pursuant to any Associated Terms and Conditions, you agree not to modify, distribute, copy, exchange, disseminate, archive, reproduce, transmit, publicly display, publicly perform, broadcast, retransmit, publish by hard copy or electronic means, adapt, edit, compile or create derivative works of the other Site Material or otherwise use the other Site Material in any way for any purpose without prior written approval from NAREIT. You acknowledge and agree that the unauthorized use of the Site Material could cause irreparable harm to NAREIT and that in the event of such unauthorized use, NAREIT shall be entitled to an injunction in addition to any other remedies available at law or in equity.
5. Payment, Refunds and Cancellations
Some Services or Products on the Site (such as the Real-Time REIT Index) may require you make a purchase. By registering for such Services from NAREIT, or purchasing Products, you represent that you are eighteen (18) years of age or older. You are responsible for any and all charges incurred under your account, whether made by you or another person using your account. In order to make a purchase, NAREIT may use the services of third parties to provide payment or merchant processing services, and by making a purchase through such payment or merchant processing services, you agree to comply with and be bound to all of the terms, conditions and agreements associated therewith, as they may be amended or supplemented from time to time. NAREIT expressly disclaims any responsibility for or related to the services provided by any such third party or the transactions you conduct or enter into with any such third party. If for any reason NAREIT does not receive any necessary payment for a purchase, NAREIT may exercise its rights in law and equity, including: (a) immediately suspending or terminating your account; (b) seeking collection of the outstanding amount owed; and/or (c) seeking legal action against you for the breach of these Terms. You are also responsible for paying any governmental taxes imposed in connection with use of the Site, including sales, use or excise taxes. Prices may vary. To the extent that NAREIT is obligated to collect such taxes, the applicable tax will be added to your billing account.
6. Materials Submitted to the Site
The Site may allow you to contribute content, information, text, files, graphics, personal listings, messages, postings, and other materials and information for access, use, and commentary by other users to the Site (“User Content”). Failure to comply with these Terms may result in immediate removal of any User Content. By posting User Content, you represent that you have the full legal right to provide the User Content and that use of the User Content by the Site and all other persons and entities will not (a) infringe any intellectual property rights of any person or entity or any rights of publicity, personality, or privacy of any person or entity, including as a result of your failure to obtain consent to post personally identifying or otherwise private information about a person; (b) violate any law, statute, ordinance, or regulation; (c) be defamatory, libelous or trade libelous, unlawfully threatening, or unlawfully harassing; (d) impersonate any person or entity or falsely state or otherwise imply an affiliation with a person or entity or is generally false, deceptive, misleading, deceitful, misinformative or constitutes a “bait and switch”; (e) be obscene, child pornographic, or indecent; (f) violate any community or Internet standard; (g) contain any viruses, Trojan horses, worms, time bombs, cancelbots, or other computer programming routines that damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data or personal information, or that facilitate or enable such or that are intended to do any of the foregoing; (h) constitute misappropriation of any trade secret or know-how; or (i) constitute disclosure of any confidential information owned by any third party.
Upon your submission of User Content or other material or information to NAREIT, you grant NAREIT a worldwide, perpetual, non-terminable, irrevocable, transferable, license to access, use, distribute, perform, reproduce, display, modify, create derivative works based upon, and sublicense, and to permit others to access, use, distribute, perform, reproduce, display, modify and create derivative works based upon the User Content, all without any compensation to you whatsoever. NAREIT may refuse to post or remove User Content from the Site that violates any of the warranties provided in the preceding paragraph or for any reason. NAREIT shall not be responsible for changes, modifications, or removal of any User Content that you submit to the Site. If you believe that any content or postings on the Site violate your intellectual property or other rights, please follow our Complaint Procedure in Section 12 of these Terms.
7. Third Party Web Sites and Content
Parties other than NAREIT may provide products, services or content on the Site and the Site may contains links to other related World Wide Web Internet sites, resources, third party sites, and sponsors of the Site. Use of the Site and the Site Materials and any other material or content on and made available through the Site is entirely at your own risk. Because NAREIT is not responsible for the availability of these outside resources or their contents, you should direct any concerns regarding any external link to its site administrator or Webmaster. Due to the number of sources from which Site Material is obtained, and the inherent hazards of electronic distribution, there may be delays, omissions or inaccuracies in such content and in the Site. NAREIT does not endorse any product, service, or content linked to or provided by a third party web site or advertised on the Site.
8. Privacy Statement
Any personal information that you provide to NAREIT on the Site is subject to our Privacy Statement. For more information, click here to view the Privacy Statement, which is incorporated into these Terms by reference, as if set forth fully herein. Please be advised that the confidentiality of any communication or material transmitted to NAREIT via the Site or Internet electronic mail cannot be guaranteed, including, for example, personal information such as your address or name. Alternatively, you may contact NAREIT by regular mail at 1875 I Street, NW, Suite 600, Washington, DC, 20006, or by phone at 202-739-9400.
9. Warranty; Disclaimer; Limitation on Liability
NAREIT and its affiliates are not responsible for and do not guarantee the accuracy or completeness of any Product, Site Material, User Content, links, advertisements or other items contained within the Site. NAREIT reserves the right to immediately remove any Product, Site Material or User Content for any reason or for no reason. NAREIT cannot and does not review all communications made on or through the Site, but, although not obligated to, may review, verify, make changes to or remove any Product, User Content, Site Material, the Site or any other products, services or other information or content made available in connection with the Site, including information submitted to become a Member, or information posted to the Site at any time, with or without notice in its sole and absolute discretion. You agree that you alone or together with your advisers must evaluate and bear all risks associated with the use of the Site, any Product, the Site Material or User Content.
THE SITE, THE PRODUCTS, THE SITE MATERIALS AND USER CONTENT AND MATERIALS ON, IN, AND MADE AVAILABLE THROUGH THE SITE, AND THE SERVICES, PRODUCTS, INFORMATION AND OTHER MATERIALS ON AND IN AND MADE AVAILABLE THROUGH THE SITE IS MADE AVAILABLE “AS IS” AND “WITH ALL FAULTS.” USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK.
NAREIT AND ITS AFFILIATES, AGENTS, SUPPLIERS AND LICENSORS CANNOT AND DO NOT REPRESENT OR WARRANT, AND DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, REGARDING THE ACCURACY, COMPLETENESS, CURRENTNESS, SYSTEM INTEGRATION, NON-INTERFERENCE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND QUALITY OF SITE MATERIAL, USER CONTENT OR ANY CONTENT, MATERIAL, PRODUCTS OR SERVICES ON AND IN AND MADE AVAILABLE THROUGH THE SITE, OR THE SITE ITSELF, WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. NEITHER NAREIT NOR ANY OF ITS AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS SHALL BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, EXTRA-CONTRACTUAL, OR PUNITIVE DAMAGES OF ANY KIND WHATSOEVER, INCLUDING LOST REVENUE OR LOST PROFITS, LOSS OR INJURY WHICH MAY OR DOES RESULT DIRECTLY OR INDIRECTLY FROM USE OF OR ACCESS TO, OR INABILITY TO USE, THE SITE, THE PRODUCTS, SITE MATERIAL, USER CONTENT OR ANY PRODUCTS, SERVICES, INFORMATION OR MATERIAL ON AND IN AND MADE AVAILABLE THROUGH THE SITE, REGARDLESS OF LEGAL THEORY, INCLUDING WITHOUT LIMITATION ANY LOSS OR INJURY CAUSED IN WHOLE OR PART BY ITS NEGLIGENCE OR CONTINGENCIES BEYOND ITS CONTROL IN PROCURING, COMPILING, INTERPRETING, REPORTING OR DELIVERING THE SITE AND ANY CONTENT THROUGH THE SITE AND WHETHER OR NOT YOU OR NAREIT HAD BEEN ADVISED OF THE POSSIBILITY OR PROBABILITY OF SUCH DAMAGES, AND EVEN IF THE REMEDIES OTHERWISE AVAILABLE FAIL OF THEIR ESSENTIAL PURPOSE. IN NO EVENT WILL NAREIT, ITS AFFILIATES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON SUCH CONTENT OR THE SITE, SITE MATERIAL OR USER CONTENT. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, COMPLETENESS AND EFFORT WITH REGARD TO ANY AND ALL USER CONTENT, THE SITE, THE SITE MATERIALS, AND THE SERVICES, PRODUCTS, INFORMATION AND OTHER MATERIALS ON AND IN AND MADE AVAILABLE THROUGH THE SITE, IS WITH YOU. UNDER NO CIRCUMSTANCES WILL THE TOTAL LIABILITY OF NAREIT AND ITS AFFILIATES, AGENTS, SUPPLIERS AND LICENSORS TO YOU OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH, BASED UPON, OR ARISING FROM THE SITE, USER CONTENT, THE SITE MATERIALS ON, IN, AND MADE AVAILABLE THROUGH THE SITE, OR THE SERVICES, INFORMATION, OR PRODUCTS OFFERED IN CONNECTION THEREWITH EXCEED ONE HUNDRED DOLLARS ($100). SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE TOTAL LIABILITY OF NAREIT AND ITS AFFILIATES, AGENTS, SUPPLIERS AND LICENSORS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. If you are dissatisfied with the Site, or with any of these Terms, or feel NAREIT has breached these Terms, your sole and exclusive remedy is to discontinue using the Site.
You shall indemnify NAREIT and its directors, officers, employees, agents, contractors, suppliers and licensors (“NAREIT Indemnitees”) against all claims, actions, suits, and other proceedings (“Claims”) arising out of or incurred in connection with the Site and your use of the Site, Services or Products obtained through the Site, your fraud, violation of law, negligence, willful misconduct, or any other use of the Site, Services, Products, the User Content, the Site Materials and other materials on, in and made available through the Site, (except to the extent attributable to NAREIT) or any breach by you of these Terms and you shall indemnify and hold NAREIT Indemnitees harmless from and against all judgments, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees and attorneys’ disbursements) arising out of or incurred in connection with such Claims. You may not settle any Claim without the prior written consent of NAREIT.
NAREIT or its licensors may assume the defense of any Claim, at your sole cost and expense, and you shall cooperate in all reasonable respects in such defense. You shall have the right to employ separate counsel in any Claim and to participate in the defense thereof. If NAREIT or its licensors do not notify you that it elects to undertake the defense thereof, you shall have the right to defend the Claim with counsel reasonably acceptable to NAREIT, subject to the right of NAREIT to assume, at their sole cost and expense, the defense of any Claim at any time prior to the settlement or final determination thereof.
11. Availability; Internet Security
NAREIT uses reasonable efforts to ensure that the Site is generally available. However, there will be occasions when access to the Site may be interrupted or unavailable. NAREIT will use reasonable commercial efforts to minimize such disruption where it is within our reasonable control. You agree that we shall not be liable to you for any modification, suspension or discontinuance of the Site, the Site Material, the Products or the User Content. You understand that the technical processing and transmission of any Site content 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. Please be advised that we do not guarantee that any information sent from our Site will be secure during transmission, nor can we guarantee the confidentiality of any communication or material transmitted to NAREIT via the Site or the Internet, including, for example, personal information such as your name or address.
12. Complaint Procedures
If you believe that any content or postings on this Site violates your intellectual property or other rights, please send to NAREIT at email@example.com a comprehensive detailed message setting forth the following information: (a) your name and the name of your company, if any; (b) your contact information, including your e-mail address; (c) the nature and substance of your complaint, the specific rights at issue, and your basis for making the complaint, including the content or posting that is objectionable; and (d) the following statement: “The statements, representations, and assertions made in this message are true, complete, and accurate and I have the full legal authority to make each and every such statement, representation, and assertion and to make and be granted any demand made in this message.”
13. Changes to these Terms
NAREIT reserves the right at any time to modify, alter or update these Terms. Notice of any new or revised Terms, as well as the location of the new or revised statement, will be posted on the Site after the change. Your use of the Site following any changes means that you agree to follow and be bound by the terms as changed. Any change to these Terms shall be effective as to any visitor who has visited the Site before the change was made. It is the obligation of users visiting the Site before the change to learn of changes to the Terms since their last visit. NAREIT reserves the right to terminate your access to this Site with or without notice in the event that you violate these Terms, for any reason whatsoever or for no reason.
14. Governing Law and Jurisdiction
These Terms represent the entire agreement between you and NAREIT with respect to the subject matter hereof, and supersede any and all prior and contemporaneous written and oral representations, understandings, and agreements, express and implied. These Terms, your rights and obligations, and all actions contemplated by these Terms shall be governed by the laws of the District of Columbia, without reference to its conflict of law rules and as if this was a contract wholly entered into and wholly performed within the District of Columbia; PROVIDED, HOWEVER, THAT THE TERMS OF ANY APPLICABLE LAW NOW OR HEREAFTER ENACTED THAT IS BASED ON, DERIVED FROM, SIMILAR TO, OR CONNECTED WITH THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT DRAFTED BY THE NATIONAL CONFERENCE OF COMMISSIONERS ON UNIFORM STATE LAWS SHALL NOT APPLY EXCEPT TO THE EXTENT THAT THE LAW EXPRESSLY PROHIBITS ALTERATION BY THESE TERMS OF THE APPLICABILITY OF ONE OR MORE SECTIONS OF THE LAW. By accessing, viewing, or using the services, works, content, or materials on the Site, you consent and agree to (a) the exclusive jurisdiction of the federal or other courts located in the District of Columbia, and that any action or proceeding with regard to any breach or threatened breach of these Terms (including any injunction seeking the restraint of such breach or threatened breach) may be brought in such courts; (b) accept service of process by personal delivery or mail; and (c) irrevocably waive the right to trial by jury and any jurisdictional and venue defenses otherwise available.
The Site is controlled and operated from within the United States. Notwithstanding anything else herein to the contrary, NAREIT makes no representation that the Site, Site Materials, User Content, Services, Products, information or other materials available on, in, or through the Site is appropriate or available for use in other locations, and access to them from territories where they are illegal is prohibited. Those who choose to access the Site from other locations do so on their own volition and are responsible for compliance with applicable laws. The waiver or failure of NAREIT to exercise in any respect any right provided hereunder shall not be deemed a waiver of such right in the future or a waiver of any other rights established under these Terms. Headings used in these Terms are for reference only and shall not affect the interpretation of these Terms. No person or entity not party to this agreement will be deemed to be a third party beneficiary of these Terms or any provision hereof. When used herein, the words “includes” and “including” and their syntactical variations shall be deemed followed by the words “without limitation.” If any portion of these Terms is deemed unlawful, void or unenforceable by any court of competent jurisdiction, these Terms as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of these Terms that is unlawful, void or unenforceable shall be stricken therefrom.
Dated: May 25, 2011
Copyright © 2011 National Association of Real Estate Investment Trusts, Inc.; All rights reserved.