These terms and conditions (the “Terms”) govern your (“Your” or “You”) use and access to all the features of this website (the “Site”), which is owned and operated by DLC Management Corporation. (“DLC” or “we”).  These Terms form a binding contract between You and DLC.  By using this Site and its features, You accept and agree to all the provisions of the Terms.  If You are representing a company, corporation or other organization, by using this Site You represent that You are fully authorized by your employer to use the Site and bind Your employer to these Terms.  If you do not accept these Terms, you are not authorized to use this Site or its features.  Because our Site is built on trust and professionalism, Your agreement with these Terms helps to promote that trust among all users of the Site, keeping it a safe and valuable online resource and marketplace.  We recommend that you print a copy of these Terms for your records and future reference.

1.         Our Services

We offer various services through the Site, including access to property information, related search engines, and access to other DLC provided information (collectively, the “Services”).  Your use of the Services are subject to these Terms.

2.         Permitted Uses of the Site and Prohibitions

The Site may only be used for informational, educational and reference purposes.  You are prohibited from using the Site in any manner that:

• constitutes a violation of any federal, state or local law or regulation;
• infringes another party’s proprietary or intellectual property rights (including those of DLC and its affiliates);
• violates any person’s or entity’s confidentiality or proprietary rights;
• is obscene, defamatory, false or misleading; or
•  constitutes abuse, harassment, stalking, threatening or the defrauding of others.

You are prohibited from using the Site or the Services, and any data and other content that are available from the Site, for purposes of offering any brokerage or leasing services; selling any other goods or services; advertising any other goods or services; conducting surveys, contests or opinion polls; or engaging in other commercial enterprises.

You are further prohibited from using any automated, technological, manual or other means to obtain, harvest or aggregate any data, content, e-mail addresses or other personal information of users, leasing and property listings, or information from the Site, including, without limitation, through the use of any software, code, computer robots or “bots,” “spiders,” the practice of “database scraping” or other technological means to crawl, search or extract information from the Site.  You may not in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents.  Any attempt to gain unauthorized access to other computer systems through the Site is strictly prohibited.

You shall not, either directly or in concert with others, upload or direct to the Site any unauthorized files, viruses, malicious code, corrupted files, or any other code, programs or content that may damage the operation of DLC’s servers or the Site, or engage in any denial of service attack on the Site or DLC’s servers, or engage in any other malicious acts designed to harm the Site, DLC or its business partners or affiliates.  You may not restrict or inhibit any other visitor from using the Site, including by means of hacking, or engaging in spamming or flooding.

You may not frame this Site within any other web site or web page, or link to the Site from another web site, without DLC’s prior written permission.  Nor may you embed in any other web page or web site any metatags, key words or hypertext links, or purchase any “Adwords” or similar marketing tools, which refer to DLC, its affiliates, products or services, or include DLC’s trademarks, service marks or trade names, without DLC’s prior written consent.

DLC may, in its sole discretion, change, delete, remove or suspend any portion of the Site, or the entire Site, without notice to You and without any liability whatsoever.

In the event we learn or reasonably suspect that You, or others under Your control or direction, have breached any of these Terms, we may block, suspend, terminate or withhold your access to the Site as we deem appropriate in our sole discretion to protect DLC and its business partners, affiliates and other users of this Site.

The information presented on this website is not designed for the purpose of offering for sale or selling any particular securities and nothing presented on or linked to via this website shall constitute or should be construed to as investment advice. NEITHER THE INFORMATION PRESENTED ON THIS WEBSITE NOR ANY INFORMATION LINKED TO VIA THIS WEBSITE IS AN OFFER TO SELL, NOR A SOLICITATION OF AN OFFER TO BUY, ANY SECURITIES OF DLC OR ANY OTHER COMPANY. You must independently analyze and determine whether to make any particular investment decision and You should seek competent investment advice before making such investment decision. Any discussion of the securities of any particular company presented on this website or linked to via this website does not constitute an endorsement of such company or its securities by DLC. In exchange for using this website, You agree to hold DLC harmless against any claims for damages arising under or related to any decisions that you make based in full or in part on the information on or linked to via this website.

3.         Intellectual Property Rights, Licenses and Ownership

All rights and goodwill in or relating to DLC’s trade names, logos, trademarks, service marks and trade dress, belong to DLC.  All copyrights in any and all content featured within the Site or accessible through the Services, including without limitation all Site coding and software, Site architecture and layout, text, images, graphics, icons, designs, databases, database compilations, photographs and screen displays, belong to DLC or its partners or licensors.  All such intellectual property rights are protected by United States copyright and trademark laws, and various treaties and international conventions relating to such rights.  No right, title or interest in any content contained in this Site is transferred to You as a result of Your use of the Site and all such rights are reserved to DLC or its licensors.

Certain trademarks and company names that appear on the Site are trademarks or service marks of third parties with whom DLC has an affiliate or business relationship.  None of these trademarks or service marks may be used without receiving the prior express written permission of the owners of such trademarks or the service marks.

You are permitted, and are granted a limited license by DLC, to download information and data from the Site and save it to a hard drive on or connected to your computer or other portable storage media, such as flash drives, and to print extracts from the Site as necessary, solely for Your personal, non-commercial use.  You may share such downloaded information with others solely for their personal, non-commercial use.  You may not otherwise copy, distribute or reproduce any content from the Site in any form without the prior written permission of DLC.  You are strictly prohibited from selling any information or data obtained from this Site.

If you are permitted to upload any content or information to the Site, you grant DLC a non-exclusive, royalty-free, worldwide, perpetual, transferable license and right to use, reproduce, adapt, modify, publish, distribute, create derivative works from and display such content in any form or media, now known or hereafter invented or developed, without attributing such content or information to You.  You represent to DLC that you own the intellectual property rights in such content and have the right and authority to grant DLC this license.

Other than as expressly set forth in this paragraph, nothing in these Terms shall be deemed to grant You or any other third party any license or right to use any intellectual property of DLC or of its partners or licensors, without DLC’s prior written permission.

4.         Hardware and Site Access

You are solely responsible for using browsers, computer hardware and software that are compatible with the Site, and for Your own Internet connections and bandwidth, including any dial-up, DSL, cable modem, fiber optic or other form of Internet access.  You are solely responsible for any fees or charges that the providers of such services assess.

5.         Privacy and Notices

DLC reserves the right to report any wrongdoing or illegal acts on Your part, of which we become aware, to applicable government and law enforcement agencies or otherwise, and to respond to lawful subpoenas and other requests from government agencies or law enforcement bodies seeking personal information of our Site users.

6.         Warranty Disclaimers

DLC PROVIDES THE SITE AND SERVICES “AS IS,” WHERE IS AND WITHOUT ANY WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY.  DLC SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.  DLC DOES NOT GUARANTEE UNINTERRUPTED, CONTINUOUS OR SECURE ACCESS TO THE SITE OR SERVICES, AND OPERATION OF THE SITE MAY BE INTERRUPTED BY VARIOUS FACTORS OUTSIDE OF OUR CONTROL.  DLC MAKES NO REPRESENTATION OR WARRANTY THAT THE SITE WILL BE FREE FROM LOSS, CORRUPTION, DAMAGE, DESTRUCTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY BREACHES.  YOUR USE OF THE SITE IS AT YOUR OWN RISK.

BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

WHILE DLC USES REASONABLE CARE TO ASSESS THE ACCURACY OF DATA AND INFORMATION AVAILABLE THROUGH THE SITE, WE DO NOT WARRANT THE ACCURACY OR CONTINUED AVAILABILITY AND ACCESSIBILITY OF ANY SUCH DATA OR INFORMATION.  DLC SHALL HAVE NO LIABILITY FOR ANY SUCH DATA OR INFORMATION OR ANY USE YOU MAY MAKE OF SUCH DATA OR INFORMATION.  NOR IS DLC RESPONSIBLE FOR ANY CONTENT POSTED BY ANY THIRD PARTY OR ANY USERS OF THE SITE.  ANY DATA OR OTHER INFORMATION FOUND WITHIN THE SITE IS USED BY YOU SOLELY AT YOUR OWN RISK.  PROPERTY AND LEASING INFORMATION IS SUBJECT TO CHANGE OR DELETION AT ANY TIME.

IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE OR THE SERVICES, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE AND THE SERVICES.

7.         Links

Certain links in the Site that direct You to other web sites are made available to You and are provided solely as a courtesy, for information purposes only, or for your convenience.  Except where a link directs you to another site that is under the direct control and administration of DLC or its affiliates, links do not reflect any recommendation or endorsement by DLC of any content or services offered through any third-party sites and DLC shall have no liability whatsoever for the content or service offerings of such third-party sites, which are governed by their own terms of use and privacy policies, which you should review carefully.

8.         Limitations of Liability

DLC SHALL NOT BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY CLAIMS, LOSSES OR DAMAGES THAT ARISE FROM OR SEEK LOST PROFITS, LOST ANTICIPATED SAVINGS, LOSS OF GOODWILL, INJURY TO REPUTATION, LOSS OF BUSINESS OPPORTUNITY OR LOST DATA.  DLC SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES, REGARDLESS OF THE FORM OF ACTION, AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE) AND REGARDLESS OF WHETHER DLC KNEW OR HAD REASON TO KNOW OF THE POSSIBILITY OF SUCH LOSS, INJURY OR DAMAGE.

DLC IS NOT LIABLE FOR ANY ERRORS IN THE SITE OR SERVICES, OR ANY OTHER FAILURE TO PERFORM THAT IS CAUSED BY ACTS OF GOD AND OTHER EVENTS BEYOND ITS REASONABLE CONTROL INCLUDING, WITHOUT LIMITATION, FIRES, FLOODS, POWER FAILURES OR BROWNOUTS, TRANSMISSION FAILURES, SERVER FAILURES, THIRD-PARTY DENIAL OF SERVICE ATTACKS, VIRUSES, SOFTWARE AND OTHER TECHNICAL PROBLEMS, INABILITY TO ACCESS THE SITE, OR ANY FAILURE, DELAY OR ERROR IN SENDING OR RECEIVING ANY INFORMATION OR DATA ON OR THROUGH THE SITE. IF YOU ARE PERMITTED TO UPLOAD OR POST ANY CONTENT OR INFORMATION,  DLC ALSO IS NOT LIABLE FOR ANY SUCH CONTENT POSTED ON THE SITE BY YOU OR OTHERS, OR INFORMATION PROVIDED BY YOU OR OTHER THIRD PARTIES TO DLC THROUGH THE SITE.

9.         Indemnification

You agree to defend, indemnify and hold harmless DLC and its affiliates, officers, directors, employees and agents, from and against any and all actual or alleged liabilities, claims or demands, and any resulting damages and expenses (including attorneys’ fees and costs), that may arise out of, relate to or otherwise concern any of these Terms or Your use of the Site and Services, including without limitation any breach of these Terms by You, or any employees or agents of any entity on whose behalf you use this Site, and any breach of any representation or warranty given by You.  DLC shall be entitled to participate in such defense.

10.       Choice of Law and Consent to Jurisdiction

These Terms shall be governed in all respects by the laws of the State of New York, without regard to New York’s conflicts of law principles.  In addition, DLC’s copyright and trademark rights are further governed by United States copyright and trademark laws, and various treaties and international conventions relating to such rights.  Use of this Site is not authorized in any jurisdiction that does not give effect to all provisions of these Terms, including without limitation, this paragraph.

IN THE EVENT OF ANY DISPUTE OR CLAIM CONCERNING OR RELATING TO THESE TERMS OR YOUR USE OF THE SITE AND SERVICES, YOU AND DLC AGREE TO SUBMIT TO THE EXCLUSIVE PERSONAL JURISDICTION OF THE STATE AND FEDERAL COURTS LOCATED IN THE STATE AND COUNTY OF NEW YORK AND WAIVE ANY OBJECTION OR DEFENSE BASED ON VENUE OR INCONVENIENT FORUM.

11.       Amendments

DLC may revise these Terms at any time by posting the amended Terms on the Site.  The amended Terms will be effective as of the date they are posted.  We may also add, remove or modify some or all of our Services at any time.  Your continued use of the Site after any amendments are made to the Terms constitutes Your acceptance of all such amendments.  You should therefore check the Terms each time you use the Site to ensure that you are aware of the current version of the Terms and will comply with those Terms.

12.       Miscellaneous

If any portion of these Terms is held by a court or tribunal of competent jurisdiction to be invalid or unenforceable, then the rest of the Terms shall remain valid and enforceable to the fullest extent permitted by law.

These Terms are for the benefit of DLC and its subsidiaries, affiliates, successors and assigns and each shall have the right to assert and enforce such provisions directly or on its own behalf.

The headings in these Terms are for reference purposes only.

These Terms constitute the entire agreement between You and DLC respecting the subject matter contained in these Terms.  These Terms supersede any and all other understandings or agreements, written or oral, regarding such subject matter.  You acknowledge that You have not relied on any oral or written representations or statements of any third party or DLC, except as expressly set forth in these Terms.  Any failure of DLC to act with respect to any breach by You or others, or to exercise or enforce any right or provision of these Terms (i) shall not act as a waiver of any such rights or any related remedies unless such waiver is put in writing by DLC, and (ii) shall not act as a waiver with respect to any subsequent or similar breaches by You.

You acknowledge that you have read these Terms, understand them and agree to be bound by them.

For questions regarding this Site or Your use of this Site, please email us at marketing@dlcmgmt.com.