Last Updated: September 29, 2017
By using this Website, you represent and warrant that you are 18 years of age or older and that you may legally enter into a binding contract. If you do not meet these requirements, you must not access or use the Website.
We may revise and update this Seller Agreement from time to time in our sole and absolute discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter. However, any changes to the dispute resolution provisions set forth in the Governing Law and Jurisdiction Section below will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on the Website. Additionally, any transaction for which an escrow has already been opened shall be governed by the form of this agreement in effect at the time of the opening of such escrow notwithstanding any subsequent changes hereto prior to the closing of such escrow.
Your continued use of the Website following the posting of a revised Seller Agreement means that you accept and agree to the changes. You are expected to check this page each time you access the Website so you are aware of any changes, as they are binding on you.
Holiday Listing Promotion (Limited Time Only)
As a thank you to owners, our success-based platform fee is now only a flat $500 for properties listed prior to Dec 31, 2014, regardless of the sales price of the vacation ownership interest!
As a party advertising a Vacation Ownership Interest on the Website (whether as an owner, broker or agent — each a "Seller"), you agree to pay the Company the following amounts (each a "Platform Fee"), in the manner set forth below, in consideration for the advertising services provided by Company relative to each VOI sold through the Website:
Each Platform Fee shall be paid by the Seller to the Company upon the transfer of title at the close of escrow for the sale of his/her VOI, from the funds held in escrow. Seller agrees Seller shall timely execute any and all documentation reasonably required by the closing agent in order to effectuate such payment. Seller acknowledges and agrees that the applicable Platform Fee is due and owing the Company regardless of whether sale of the VOI is consummated with the Buyer or pursuant to any Developer's or Association's exercise of its right of first refusal to purchase the VOI.
As a Seller advertising a Vacation Ownership Interest on the Website you hereby make the following representations and warranties, upon which Company does rely:
We allow only one advertisement per specific VOI. There may be situations where more than one person believes they have the right to post a valid advertisement regarding the same VOI. We cannot, and will not attempt to, determine the validity of claims of competing Sellers. As such, it is the responsibility of each Seller to resolve the validity question prior to placing an advertisement on the Website. Any unauthorized posting of a VOI on the Website which is not resolved may result in revocation of the posting and suspension/revocation of posting privileges for the parties in question.
It shall be the responsibility of the Seller to properly classify the type of VOI advertised, and accurately describe all of the information relating thereto, and, if necessary, obtain a legal opinion to determine the correct classification and information. By classifying and describing the VOI advertised, the Seller certifies that the advertisement falls under the classification designated and is described accurately. Unless otherwise agreed in a separate writing which by its terms specifically supersedes this document, we shall have no affirmative responsibility to verify, or obtain third-party verification of, the type of VOI set forth in any advertisement, nor to verify, or obtain third-party verification of, any information regarding such interest or any other information set forth in any advertisement. However, we shall have the right to have legal counsel make a determination as to the classification of the VOI type, or as to the accuracy of any information regarding a VOI, and if the Seller does not reclassify or edit accordingly, we shall have the right to reject or remove any such advertisement that we determine falsely represents the VOI.
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of this Seller Agreement or your use of the Website, including, but not limited to, your proposed advertising activity, any use of the Website's content, services and products other than as expressly authorized in this Seller Agreement or your use of any information obtained from the Website.
All matters relating to the Website and this Seller Agreement and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).
Any legal suit, action or proceeding arising out of, or related to, this Seller Agreement or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in the County of Orange, although we retain the right to bring any suit, action or proceeding against you for breach of this Seller Agreement in your jurisdiction of residence or any other relevant jurisdiction. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS SELLER AGREEMENT OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
No waiver by the Company of any term or condition set forth in this Seller Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under this Seller Agreement shall not constitute a waiver of such right or provision.
If any provision of this Seller Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Seller Agreement will continue in full force and effect.
This website is operated by Vacatia, Inc., whose address is:100 Broadway
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