Terms of Service Agreement

These Terms of Service (the “Agreement”) constitute a legally binding agreement by and between NikaSoft, LLC (“RapidSoftSolutions” or “Us”) and you and/or your company (“You” or “Your”) concerning Your use of the www.RapidSoftSolutions.com website (the “Website”) and the services available through the Website (the “Services”). This Agreement governs your use of the Website and purchase and ongoing use of the Services, including 30-day free trial offer (“Trial Service”). The Website is owned and operated by NikaSoft, LLC. The Service is offered subject to your acceptance, without modification, of these terms and conditions of use and the Privacy Policy.

BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT, YOU AGREE TO THE TERMS OF THIS AGREEMENT AND PRIVACY POLICY. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE WEBSITE AND/OR SERVICES.

1. SERVICES PROVIDED

RapidSoftSolutions shall provide You access to the Website and shall maintain a database of data pertaining to Your Property which You may access to populate pre-existing templates with property relevant data, photographs, floor plans, pricing, descriptions and specials for the purpose of posting to a 3rd-party posting site, such as an online classifieds site (“General Classified”). You may also use the Website to set-up e-mail notifications to remind You to post your ads. RapidSoftSolutions does not guarantee the usage or right of access to any specific General Classified service. RapidSoftSolutions will provide the initial set-up services to You as set forth in this Agreement. You authorize RapidSoftSolutions to gather and display on Your behalf specific property information from publicly available sources including its own corporate website as well as by contacting each specific property.

(A). Free of Charge Trial Service

For evaluation purposes RapidSoftSolutions will make the Services available to You on a 30-day trial basis free of charge. By registering with the Website you will receive a complimentary, fully functional and unrestricted 30-day trial of the Services (“Trial Service”). TRIAL SERVICE IS FREE OF ANY FEES, CHARGES OR OTHER FINANCIAL OBLIGATIONS OR ANY OBLIGATIONS TO CONTINUE AS A SUBSCRIBER. During your free trial period, you are under no obligation to buy other products and services and will not be asked for your credit card or other form of payment. If you are not satisfied with the Service, simply allow your Trial Service to expire with no obligations of any kind. Your free trial period will begin on the day that you registered for the Trial Service and (will) expire 30 days following your registration.

Upon expiration of your free trial period, you will be presented with three (3) options: (1) complete Full Service Activation Form to continue receiving Full Service as a paid member OR (2) simply allow your Free Trial to expire to continue receiving Limited Service OR (3) cancel your 30-day Trial Service at any time with no obligations of any kind. RapidSoftSolutions WILL NOT BILL YOU UNLESS YOU CHOOSE TO ACTIVATE FULL SERVICE.

(B). Free of Charge Limited Service

If you choose to allow your Free Trial to expire without COMPLETING A FULL SERVICE ACTIVATION FORM RapidSoftSolutions will make Limited Service available to You free of charge. LIMITED SERVICE IS FREE OF ANY FEES, CHARGES OR OTHER FINANCIAL OBLIGATIONS OR ANY OBLIGATIONS TO CONTINUE AS A SUBSCRIBER. You will continue to have access to the Website while using Limited Service. Use of the RapidSoftSolutions Scheduler to manage and create rental listings will be limited to two (2) postings per week.

(C). Full Service

Full Paid Service (“Full Service”) means purchased Services that You purchase under a FULL SERVICE ACTIVATION FORM, as distinguished from those provided pursuant to a free trial. Full Service allows unrestricted access to the Services provided through the Website.

2. FEES AND CHARGES

Upon Full Service activation, You will be billed a prorated Subscription Fee for the first month (if less than a full calendar month) and then the full Monthly Fee on the first (1st) day of each calendar month thereafter, unless and until You cancel Your Full Service. Monthly services will automatically renew on a monthly basis at the then-current price unless you cancel your Service. You may cancel your Service upon no less than 30-days’ advance written notice to RapidSoftSolutions . You must provide notice to RapidSoftSolutions of your request to cancel service by emailing us at support@RapidSoftSolutions.com. You will continue to have access to the Service until the end of the billing period. All fees and charges are non-refundable and there are no refunds or credits for partially used periods. RapidSoftSolutions reserves the right to modify its pricing at any time. If RapidSoftSolutions does not receive the full Monthly Fee within thirty (30) days of the applicable billing date, a late payment charge of ten dollars ($10.00) per month may be added to Your bill and will be immediately due and payable. Unless You notify RapidSoftSolutions of any discrepancies within sixty (60) days after such discrepancies first appear on Your account statement, they will be deemed accepted by You for all purposes. You shall be responsible for all collection or legal fees necessitated by late or defaulted payments. If Your account is more than thirty (30) days in arrears in payment may be denied access to the Services without abatement of fees owing until such fees owing with interest and late charges are paid in full. In addition to such remedies, at its option RapidSoftSolutions may terminate this Agreement at any time should You be more than sixty (60) days in arrears.

3. LICENSE TO USE THIS SITE AND CONTENT

(A). Content. The Site contain a variety of: (1) copyrighted material, such as advertising templates, artwork and photographs data, software, compilations, designs, graphical interface, overall “look and feel”, and the compilation, assembly, and arrangement of the materials of the Site, (2) trademarks, logos, trade names, service marks, and trade identities, whether registered or unregistered (collectively the “Trademarks”), and (3) other forms of intellectual property (all of the foregoing, collectively and individually are referred to as “Content”).

(B). Ownership & License. You acknowledge the Site and its Content are owned or controlled by RapidSoftSolutions or its third-party licensors. Subject to this Agreement, RapidSoftSolutions hereby grants you a limited, revocable, non-sublicensable, non-exclusive, license (“License”) to display, download (temporary storage only), use and/or print Content (excluding any software code) retrieved from the Site on a Device solely in the production of rental listings for your personal use. All Content is proprietary to RapidSoftSolutions or its third-party licensors and may not be copied, reproduced, distributed, shared or otherwise disseminated to any other party, nor may You create derivative works therefrom, without express authorization from RapidSoftSolutions. This Agreement does not transfer from RapidSoftSolutions to you any RapidSoftSolutions or third-party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with RapidSoftSolutions or its third-party licensors. No other rights are granted to you other than those rights expressly granted herein. The License may be immediately suspended or terminated for any reason in RapidSoftSolutions’s sole discretion, and without advance notice or liability. The license granted in this section is conditioned on Your compliance with the terms and conditions of this Agreement. In the event that You breach any provision of this Agreement, Your rights under this section will immediately terminate.

4. ACCOUNT INFORMATION; PASSWORD PROTECTION

You will be given an account with a login and password that allows You to administrate over certain functionality of the Website. Such administrative activities include, but are not limited to, (i) adding or updating property information; (ii) adding Craigslist account credentials, (iii) manage rental listings; and (iv) monitoring leads and posting activities. Only you may use your account. You are entirely responsible for maintaining the confidentiality of your password and account information. Furthermore, you are entirely responsible for any and all activities which occur under your account. You may not use the account, user name, or password of any other user at any time. You agree to notify RapidSoftSolutions immediately of any unauthorized use of Your account. RapidSoftSolutions shall not be liable for any loss that You incur as a result of someone else using Your account either with or without Your knowledge.

5. NO ON-LINE POSTING SERVICES

The Services are limited to the creation and email delivery of general listing notifications regarding advertisements for Your property (“Property Ads”). You hereby acknowledge and agree that RapidSoftSolutions does not, and shall not, post Your Property Ads to online classified websites, such as Craigslist. RapidSoftSolutions disclaims any perceived, implied, or actual duty to post your Property ads to online classified websites and specifically disclaims any responsibility or liability for your failure to post your Property ads to online classified websites. RapidSoftSolutions IS NOT RESPONSIBLE FOR ANY DELAYS CAUSED BY GHOSTING, FLAGGED POSTS, DUPLICATE POST ERRORS, OR BLOCKED CRAIGSLIST ACCOUNTS.

6. USER CONTENT

“User Content” is any content, materials or other information that You upload or post to, or otherwise make available via, the Website, including Property Ads and Community Information. YOU HEREBY GRANT RapidSoftSolutions AND ITS OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, AND REPRESENTATIVES A PERPETUAL, FULLY PAID-UP, WORLDWIDE, SUBLICENSABLE, IRREVOCABLE, ASSIGNABLE LICENSE TO COPY, DISTRIBUTE, TRANSMIT, PUBLICLY DISPLAY OR PERFORM, EDIT, TRANSLATE, REFORMAT AND OTHERWISE USE USER CONTENT IN CONNECTION WITH THE OPERATION OF THE WEBSITE, INCLUDING WITHOUT LIMITATION IN ADVERTISING AND PUBLICITY. You hereby represent and warrant that You own all rights, title and interest in and to User Content or are otherwise authorized to grant the rights provided under this section. You Are Responsible for User Content. You are solely responsible for the content of, and any harm resulting from, User Content. RapidSoftSolutions is not responsible for User Content’s use or effects. By operating the Service, RapidSoftSolutions does not represent or imply that it believes such User Content to be accurate or non-harmful. Under no circumstances will RapidSoftSolutions be liable in any way for any User Content, including any errors or omissions in any User Content or any loss or damage of any kind incurred as a result of the use of any User Content. By making User Content available, you represent and warrant that:

• the downloading, copying and use of the User Content will not infringe the proprietary rights of any third-party, including copyright, patent, trademark or trade secret rights, or violate any applicable local, state, national, or international law or any regulations having the force of law;
• the User Content does not violate Fair Housing Law
• the User Content does not contain unethical or unwanted commercial content or further unlawful acts or mislead recipients as to the source of the material;
• the User Content is not obscene, libelous or defamatory, hateful or racially or ethnically objectionable;
• the User Content does not violate the property, privacy or publicity rights of any third-party; and
• the User Content does not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity.

7. THIRD-PARTY WEBSITES

RapidSoftSolutions does not have any control over non-RapidSoftSolutions websites or platforms, and is not responsible for their contents or their use. By linking to a non-RapidSoftSolutions website or platform, RapidSoftSolutions does not represent or imply that it endorses, or has reviewed, such websites or platforms. RapidSoftSolutions disclaims any responsibility for any harm resulting from your use of non-RapidSoftSolutions’s websites and web pages. RapidSoftSolutions does not represent, warrant or endorse: (i) any third-party website; (ii) the accuracy, currency, content, fitness, lawfulness or quality of the information material, goods or services available through third-party websites; (iii) that third-party websites or services will meet your requirements; and (iv) that the operation of third-party websites or services will be ongoing, unchanged, uninterrupted or error-free. RapidSoftSolutions will not be liable to you for any acts or omissions it takes, or fails to take, on your behalf relating to third-party websites and/or services, including any damages of any kind incurred as a result of such acts or omissions.

8. PRIVACY POLICY

You are aware of, and agree with, our Privacy Policy. Your use of the Service is also subject to your agreement with the Privacy Policy.

9. LIMITATION OF LIABILITY

In no event shall RapidSoftSolutions be liable to You or any third party for any indirect, incidental, special or consequential damages, including but not limited to, damages for loss of profits, business opportunity, or any other damages, resulting from the use (or the inability to use) RapidSoftSolutions’s Website, Services, or the website or services of any third party, such as general classifieds or affiliates. RapidSoftSolutions shall have no liability for any third-party content or User Contentuploaded onto or downloaded from the site. You agree that the aggregate liability of RapidSoftSolutions to You for any and all claims arising from the use of Website or Services is limited to THE AGGREGATE AMOUNTS YOU PAID TO RapidSoftSolutions DURING THE TWELVE MONTHS PRECEDING THE INCIDENT OR INCIDENTS GIVING RISE TO SUCH CLAIMS. YOU UNDERSTAND AND AGREE THAT RapidSoftSolutions WOULD NOT PROVIDE THE WEBSITE AND SERVICES WITHOUT SUCH LIMITATIONS OF LIABILITY.

10. INDEMNITY

You hereby agree at Your expense, to indemnify, defend and hold RapidSoftSolutions and its officers, directors, employees, agents and Third-Party Service Providers (collectively, the “Indemnified Parties”) harmless from and against any claim or demand, including attorneys’ fees and court costs, arising out of or relating to (a) third party claims, actions or allegations of infringement (including copyright, trademark or license infringement or violation), breach of contract, or tortuous claims, including but not limited to claims arising out of a violation of the Fair Housing Act, based on information, data or content submitted by You in connection with the Service, (b) any fraud, manipulation or other breach of this Agreement by You, or (c) third party claims, actions or allegations brought against RapidSoftSolutions arising out of Your use of the Service.

11. GOVERNING LAW

This Agreement will be governed by the laws of the State of California without regard to its conflict of law principles. ANY CAUSE OF ACTION BY YOU ARISING OUT OF OR RELATING TO THE WEBSITE, SERVICES, OR THIS AGREEMENT MUST BE INSTITUTED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION AROSE OR BE FOREVER WAIVED AND BARRED, AND MUST BE BROUGHT IN THE STATE COURTS IN SAN DIEGO COUNTY, CALIFORNIA. ALL ACTIONS SHALL BE SUBJECT TO THE LIMITATIONS SET FORTH IN ABOVE.

12. TERMINATION OF SERVICE

You understand and agree that in RapidSoftSolutions’s sole discretion it may terminate your access to the Service and/or Website, for any reason or for no reason, and without prior notice. RapidSoftSolutions may cease operation of the Service at any time in its sole discretion without further obligation to you. You understand and agree that violations of these Terms of Service Agreement, including unauthorized use of the Service, may be investigated and appropriate legal action may be taken, including civil, criminal and injunctive redress. You agree that monetary damages may not provide a sufficient remedy to RapidSoftSolutions for violations of this Agreement and you consent to injunctive or other equitable relief for such violations. All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

13. CHANGES TO AGREEMENT

We may amend this Agreement at any time by posting a revised version on our website. The revised version will be effective at the time we post it. It is your responsibility to review this agreement and the privacy policy periodically. Your continued use of the Website and/or Service indicates that you agree to be bound by such changes.

14. INTELLECTUAL PROPERTY

Copyright Policy. In operating the Service, we may act as an online services provider (as defined by the Digital Millennium Copyright Act, “DMCA”) and offer services as an online provider of materials and links to third-party websites. As a result, third-party materials that we do not own or control may be transmitted, stored, accessed or otherwise made available using the Service. RapidSoftSolutions has adopted a policy that provides for the prompt removal of any content or the suspension of any user that is found to have infringed on the rights of RapidSoftSolutions or of a third-party, or who has otherwise violated any intellectual property laws or regulations, or any of the terms and conditions of this Agreement. Without limiting the foregoing, if you believe that your work has been posted without your authorization on the Service in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Service or its Websites; (iv) your address, telephone number, and email address; (v) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. RapidSoftSolutions’s Copyright Agent for notice of claims of copyright infringement can be reached at copyright@rapidsoftsolutions.com.

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