Please read this agreement very
carefully. It describes the responsibilities and
obligations that come with membership to
OfficeFinder. By completing the application for
membership, you agree to the terms and conditions as
The parties to this agreement are:
- Member - A Licensed real estate agent and/or
- OfficeFinder - The Referral Network
OfficeFinder is a specialized network of licensed real
estate agents who are highly experienced in the area of
tenant representation of office users. The basic
requirements for membership are:
- A valid Real Estate License.
- A minimum of 2 years of tenant representation
- At least 20 office transactions in which the
tenant was represented.
- You are an expert in representing users of
commercial real estate find and negotiate for
As a member of OfficeFinder you agree to the
- Respond immediately to requests for
information received via the OfficeFinder
- Respond immediately to requests to update the
status of an OfficeFinder referral.
- Agree to promptly report and pay referral
fees as outlined below for any commissions or
fees earned as a result of referrals obtained
- Treat all information obtained in the
Member's Virtual Office as private and
- Protect your member ID and password from
- Not to copy or duplicate any of the
OfficeFinder code, content or graphics without prior
written or electronic consent.
OfficeFinder is a referral network. There is no cost for
the basic membership. Fees are due only in the
event a lead, referral or information obtained through
OfficeFinder results in commissions or fees generated
through the network or its members. When an OfficeFinder
generated transaction closes and a fee is paid to the
member, a referral fee of 20% of any gross commissions
or fees will be paid to OfficeFinder within 30 days of
In the event more than one transaction is
completed from a referral, referral fees shall be due for
all closed transactions in which the member or
member's affiliate received a fee as described above.
Records and Accounting
Member shall include a copy of the terms sheet,
commission breakdown and any commission agreement with the
payment of referral fees to OfficeFinder.
Member shall maintain complete and accurate records for all
transactions that are the subject of this Agreement for not
less than one (1) year after the last payment is due
OfficeFinder under this Agreement.
Member shall promptly reimburse and indemnify OfficeFinder for any fees and expenses, including but not limited to legal fees, court costs and travel expenses, incurred by OfficeFinder in the event it undertakes any action to collect referral fees due but unpaid by Member under this Agreement.
Use of The Information and Data
OfficeFinder grants a limited,
nonexclusive, nontransferable right and license to use the
data, agreements and information available through this web
site (the "Database") only to its members.
Such license is granted for the sole purpose of
representing tenants referred to you by OfficeFinder.
You may not copy, redistribute, broadcast, transfer, rent,
lease, sub-license, display, modify, or timeshare all or any
portion of the Database or any other content from the
OfficeFinder web site. You may not use the Database or
content from the OfficeFinder web site for any other
commercial purposes or make the Database available through
any other web site.
You may not modify or replicate the Database or
create derivative works based on the Database or other
content from the OfficeFinder website.
You shall take all
reasonable steps necessary to protect the Database and
content from unauthorized access, copying, or use.
Ownership of the Database
and the OfficeFinder web site shall be retained by
The text and layout of the OfficeFinder web site are
protected by domestic and international copyright law.
OfficeFinder reserves all rights not expressly
"OfficeFinder" is a registered trademark of OfficeFinder,
trademarks may not be used for any purpose without the prior
written permission of OfficeFinder
Member acknowledges that OfficeFinder will be disclosing
certain of its confidential and proprietary information to
Member. Confidential Information shall include all data,
materials, products, technology, computer programs,
specifications, manuals, business plans, software, marketing
plans, business plans, financial information, membership,
client or registrant lists or information and other
information disclosed or submitted, orally, in writing, or
by any other media to Member.
Member agrees that the Confidential Information is to be
considered confidential and proprietary to OfficeFinder and
agrees hold the same in confidence, shall not use the
Confidential Information other than for the purposes of its
business with OfficeFinder, and shall disclose it only to
its officers, directors, or employees with a specific need
to know. Member will not disclose, publish or otherwise
reveal any of the Confidential Information received from
OfficeFinder to any other party whatsoever except with the
specific prior written authorization of OfficeFinder.
Confidential Information furnished in tangible form shall
not be duplicated Member. Upon the request of OfficeFinder,
Member shall return all Confidential Information received in
written or tangible form, including copies, or reproductions
or other media containing such Confidential Information,
within ten (10) days of such request. At OfficeFinder’s
option Member may destroy any documents or other media
developed by OfficeFinder containing Confidential
The obligation of Member herein shall be effective in
perpetuity from the Date Company last discloses any
Confidential Information to the other Party pursuant to this
Agreement. Further, the obligation not to disclose shall not
be affected by bankruptcy, receivership, assignment,
attachment or seizure procedures, whether initiated by or
against either Party, nor by the rejection of any agreement
between Parties, by a trustee of either Party in bankruptcy,
or by the Party as a debtor-in-possession or the equivalent
of any of the foregoing under local law.
Limitations of Liability and Disclaimer
While OfficeFinder and its members employ due care and
attention in obtaining and maintain the Database, as
defined above, you acknowledge that any collection and
compilation of data entails the likelihood of some human
and machine errors, omissions, delays, interruptions, and
losses, including inadvertent loss of data or damage to
media, which may give rise to loss or damage. You shall
be solely responsible for verifying all information
presented through the Database including all square
footage and financial calculations.
THE DATABASE AND ANY OTHER OFFICEFINDER CONTENT
OR SERVICES ARE PROVIDED "AS IS"; OFFICEFINDER MAKES NO
REPRESENTATION OR WARRANTY WITH RESPECT TO THEIR
COMPLETENESS, OR CURRENTNESS; AND OFFICEFINDER
SPECIFICALLY DISCLAIMS ANY OTHER WARRANTY, EXPRESS,
IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
OFFICEFINDER SHALL NOT BE LIABLE ON ACCOUNT OF ANY SUCH
ERRORS, OMISSIONS, DELAYS OR LOSSES UNLESS CAUSED BY ITS
GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. IN NO EVENT WILL
OFFICEFINDER BE LIABLE FOR THE RESULTS OF YOUR USE OF
THE DATABASE, YOUR INABILITY OR FAILURE TO CONDUCT YOUR
BUSINESS, OR FOR INDIRECT, SPECIAL, OR CONSEQUENTIAL
DAMAGES. IN ADDITION, IN NO EVENT WILL THE TOTAL
AGGREGATE LIABILITY OF OFFICEFINDER FOR ANY CLAIMS,
LOSSES, OR DAMAGES ARISING UNDER THIS AGREEMENT AND
SERVICES PERFORMED HEREUNDER, WHETHER IN CONTRACT OR IN
TORT, INCLUDING NEGLIGENCE, EXCEED THE TOTAL AMOUNT PAID
BY YOU, IF ANY, TO OFFICEFINDER DURING THE PRECEDING
TWELVE (12) MONTH PERIOD EVEN IF OFFICEFINDER HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL CLAIM, LOSS
OR DAMAGE. THE FOREGOING LIMITATION OF LIABILITY AND
EXCLUSION OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF
THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES.
Membership in OfficeFinder, including
access to the Database, may be cancelled immediately by
either party upon written or electronic notice at their sole
discretion. The member's obligation to pay referral fees, as
outlined above, for any and all OfficeFinder referrals that
result in commissions or fees shall continue despite
In the event any dispute arises related to referral
fees, such disputes shall be resolved by arbitration. The
arbitration shall follow the guidelines of the American
Real Estate Licensing
OfficeFinder has no responsibility and makes no
representation or warranty concerning the right of a
member to conduct real estate services and collect a
commission in a state where that member is not a real
estate broker licensed in the State or a real estate
salesperson supervised by such a broker. Each member is
solely responsible for verifying that it has complied
with all requirements of the Brokerage Statutes.
The laws of the state of Washington, without regard to its conflict of
laws provisions, shall govern this Membership Agreement and
any use by you of the Database and any other OfficeFinder
venue and jurisdiction for any dispute between you and
OfficeFinder shall be the state and federal courts of King County,
In any suit, proceeding or action to enforce this
Agreement or otherwise related to this Agreement (including
related to any infringement of OfficeFinder intellectual
property rights to the Database, web site, or other
materials), the prevailing party shall be entitled to
recover from the other party reasonable attorneys' fees and
costs and expenses in connection with such suit, proceeding
or action. This
Membership Agreement may not be modified except by a writing
signed by an authorized representative of OfficeFinder. No
use of trade or other regular practice or method of dealing
shall be used to modify, interpret, supplement or alter in
any manner the terms of this Membership Agreement.
This Agreement is personal to you and may not be
transferred, assigned or delegated to anyone else without
OfficeFinder's prior written consent.
READ THE TERMS AND CONDITIONS OF THIS MEMBERSHIP
AGREEMENT CAREFULLY BEFORE CONTINUING PAST THIS PAGE. THE
DATABASE AVAILABLE THROUGH THIS WEB SITE IS COPYRIGHTED AND
LICENSED. IT IS NOT PART OF THE PUBLIC DOMAIN. BY CONTINUING
PAST THIS INTRODUCTORY PAGE, YOU ARE ACCEPTING AND AGREEING
TO THE TERMS OF THE MEMBERSHIP AGREEMENT. IF YOU ARE NOT
WILLING TO BE BOUND BY THE TERMS OF THE MEMBERSHIP
AGREEMENT, DO NOT CONTINUE BEYOND THIS INTRODUCTORY PAGE.
Please print out a copy of this agreement and keep it for your records.