Listing Partner Agreement | SFR Portfolio Builder

This Listing Partner Agreement (this “Agreement”) is a binding agreement between the individual or entity submitting property listing data to SFR Portfolio Builder (“Partner,” “you,” or “your”) and Cosystems, Inc., d/b/a PocketEngines (“Company,” “we,” “us,” or “our”), located at 4140 Donald Drive, Palo Alto, CA 94306, USA. This Agreement governs your submission of property listing data to SFR Portfolio Builder (the “Service”) through our bulk/batch listing upload feature, data feed, or similar listing-submission mechanism (the “Listing Feed”).

By submitting listing data through the Listing Feed, or by otherwise agreeing to this Agreement, you accept its terms. If you do not agree, do not submit listing data to the Service.

1. This Agreement Is Separate From Your Investor Account, If You Have One

Read this section first. SFR Portfolio Builder serves two distinct kinds of relationships, and this Agreement governs only one of them.

As a Listing Partner, you submit property listing data to the Service so that it can be surfaced to investor users — this relationship is governed by this Agreement.
As an investor user, you (or someone else at your organization) might separately create an Account to use the Service’s own investment-analysis features — that relationship is governed by our Terms of Service and End-User License Agreement (the “EULA”) and Privacy Policy, not by this Agreement.

It is common for the same person — a realtor, broker, or builder — to hold both relationships at once (for example, submitting your own inventory through the Listing Feed while also using the Service to evaluate properties as an investor). Holding both does not merge them. Specifically:

Accepting this Agreement does not make you a “User” or “Licensee” under the EULA, and accepting the EULA does not make you a “Partner” under this Agreement. Each is accepted, and may be terminated, independently of the other.
Listing Data (defined below) you submit as a Partner is used as described in Section 6 of this Agreement. It is not automatically added to, or treated as, Your Content under the EULA, even if you separately hold an investor Account.
Personal data we collect about you as a Partner (Section 13) is handled as described in this Agreement and is distinct from Personal Data collected through an investor Account, which is handled under the Privacy Policy. If you hold both, you may need to exercise privacy rights (Section 14) separately for each.
Terminating your investor Account does not terminate your status as a Partner, and terminating this Agreement does not close or affect your investor Account.
If a specific provision of this Agreement and the EULA directly conflict as applied to the same data, this Agreement controls for Listing Data submitted through the Listing Feed, and the EULA controls for Your Content submitted through the investor-facing Service.

2. Definitions

“Partner” means the individual real estate agent, broker, builder, developer, or other entity submitting Listing Data, and, where Partner is an entity, includes the individual(s) authorized to submit on its behalf (each, an “Authorized Representative”).
“Listing Data” means property listings and related information — including addresses, pricing, specifications, status, photographs, floor plans, and descriptive content — that Partner submits to the Service through the Listing Feed.
“Listing Feed” means the batch-upload file (e.g., the SFR Portfolio Builder listing template) or other data-feed mechanism (including any supported machine-readable feed format) by which Partner submits Listing Data.
“Service” means SFR Portfolio Builder, including the Listing Feed and the investor-facing application described in the EULA.
“Investor Account” means an account created to use the Service’s investment-analysis features, governed by the EULA and Privacy Policy.
“MLS” means any multiple listing service or similar organization through which real estate listing data is shared among its participants.

3. Eligibility and Authority to Submit

You represent that:

You are at least 18 years old and have the authority to enter into this Agreement, and, if submitting on behalf of a brokerage, builder, or other entity, that you are authorized to bind that entity;
You hold any license required by applicable law to market or list the properties you submit (e.g., a real estate broker or agent license), or you are the builder, developer, or owner of the property, or you are otherwise authorized by the party who holds such rights;
You have all rights necessary to submit each listing’s Listing Data to the Service and to grant the license in Section 6, without violating the rights of any third party, including any seller, builder, co-listing agent, or MLS.

4. MLS and Third-Party Data — Read Before Submitting

Do not submit Listing Data that originates from an MLS or other Internet Data Exchange (IDX) feed unless you have independently confirmed you have the right to do so. You may not submit Listing Data originating from a Multiple Listing Service (MLS), Internet Data Exchange (IDX) feed, or other third-party source unless you have verified that you possess the necessary rights and licenses to do so. Many MLS and IDX agreements prohibit redistributing listing content outside authorized channels; submitting such data to the Service without authorization constitutes a material breach of this Agreement.

By submitting Listing Data, you expressly represent and warrant that the content is either:

Your own direct listing inventory not subject to MLS/IDX redistribution restrictions; or
Content you have confirmed, independently of this Agreement, that you have express written permission to distribute to third-party platforms such as the Service.

Company relies on these representations without independently verifying the provenance of any Listing Data. You agree to defend, indemnify, and hold harmless Company from any claims, losses, or legal fees resulting from a breach of this representation in accordance with Section 16 (Indemnification). Company reserves the right to remove non-compliant content immediately pursuant to Section 12 (Copyright Policy & DMCA Takedown Procedures).

5. Accuracy and Currency of Listing Data

You will submit Listing Data that is accurate and not misleading to the best of your knowledge at the time of submission.
You will promptly correct or update Listing Data that becomes inaccurate, and promptly cause a listing to be marked as sold, under contract, or withdrawn (or removed from your next submission) once it is no longer available, so that the Service does not continue to display stale inventory to investor users.
You are solely responsible for ensuring Listing Data complies with the Fair Housing Act and all other applicable fair-housing, anti-discrimination, and real estate advertising laws. Company does not review Listing Data for compliance before it is processed.
You will not submit copyrighted material, including photographs, floor plans, virtual tours, or other media, unless you have the explicit permission of the respective copyright owner(s).
You will not submit Listing Data — including photographs, floor plans, virtual tours, or other media — that contains nudity, graphic violence, obscene material, hate speech, or other content that is unlawful or inappropriate for a professional real estate listing. Company may remove any Listing Data that violates this provision, and any accompanying listing, without notice.

6. License Grant to Company

You grant Company a non-exclusive, worldwide, royalty-free, sublicensable license to host, store, reproduce, display, transmit, and create derivative works of Listing Data, solely to operate, provide, and promote the Service — including displaying Listing Data to investor users, processing it (including through AI, as described in Section 9), and incorporating it into the Service’s analysis features. This license continues for Listing Data already incorporated into the Service even after this Agreement ends, except that Company will remove or cease displaying a specific listing within a reasonable time after you request its removal or after it is no longer current under Section 5.

This license does not permit Company to sell your Listing Data, as a standalone product, to third parties outside the operation of the Service.

7. Ownership

As between you and Company, you retain ownership of Listing Data. Except for the license in Section 6, Company does not acquire any ownership interest in Listing Data.

8. No Guarantee of Results

Company does not guarantee that any listing will be viewed, favorably evaluated, or acted upon by any investor user, or that submitting Listing Data will generate any inquiry, lead, or transaction. Placement, visibility, and ranking of listings within the Service, if any, are determined by Company in its discretion and may change at any time.

9. AI Processing

The Service may use artificial intelligence, including third-party large language model providers, to parse, normalize, categorize, or otherwise process Listing Data you submit. AI-processed output may contain errors; you should review how your Listing Data appears in the Service and report discrepancies to us.

10. Fees

Use of the Listing Feed is currently provided at no cost. Company reserves the right to introduce fees in the future, in which case Company will provide advance notice and an opportunity to accept updated pricing before charging you.

11. Intellectual Property

All right, title, and interest in the Service, including its software, design, and trademarks (including “SFR Portfolio Builder”), belong to Company or its licensors. This Agreement does not grant you any right to use Company’s trademarks, trade names, or branding, including in any marketing suggesting an endorsement, partnership, or affiliation beyond what Company separately approves in writing.

12. Copyright Policy & DMCA Takedown Procedures

Notice of Infringement. Company respects intellectual property rights and expects Partners to do the same. If you believe that any Listing Data or other content on the Service infringes your copyright or the rights of an MLS, photography studio, or other third party, you may submit a written notice to our designated Copyright Agent pursuant to the Digital Millennium Copyright Act (“DMCA”). Your notification must include:

A physical or electronic signature of the copyright owner or authorized representative;
Identification of the copyrighted work claimed to have been infringed (or a representative list if multiple works are involved);
Identification of the material claimed to be infringing, with sufficient detail for us to locate it on the Service (e.g., listing URL or property address);
Your contact details, including full name, address, telephone number, and email address;
A statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
A statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on their behalf.

Designated Agent Contact:

Attn: DMCA Copyright Agent Cosystems, Inc., d/b/a PocketEngines 4140 Donald Drive, Palo Alto, CA 94306 sp@pocketengines.com

Takedown & Counter-Notification. Upon receiving a compliant notice, Company reserves the right to immediately disable access to or remove the allegedly infringing content without prior notice. The Partner who submitted the content will be notified and may submit a counter-notification in accordance with 17 U.S.C. § 512(g).

Repeat Infringers. In accordance with applicable law, Company maintains a policy of terminating, in appropriate circumstances, the status of Partners who are determined to be repeat infringers.

13. Personal Data We Collect About You as a Partner

This section describes how we handle personal data arising from your relationship with us as a Partner. If you also hold an Investor Account, see Section 1 — that account’s personal data is handled under the Privacy Policy, not this section.

What we collect. When you or your organization register as a Partner, we collect contact information such as name, email address, phone number, brokerage or company name, and license information (if applicable), and records of the Listing Data you submit.
How we use it. We use this information to operate the Listing Feed relationship, communicate with you about your submissions, verify your authority to submit listings under Section 3, and for the other purposes described in Section 4 of our Privacy Policy (which applies to this data as well, to the extent not superseded by this Agreement).
How we share it. We share this information with Service Providers who help us operate the Service (such as hosting and AI providers), as described in Section 5 of our Privacy Policy, and do not sell it.
Listing Data is not treated as personal data about you unless it incidentally identifies an individual (for example, a seller’s name in a notes field). You represent that any such incidental personal data was included with the knowledge and, where required by law, the consent of that individual, and that you have the right to share it with us for the purposes of this Agreement.
Retention. We retain this information for as long as you remain an active Partner, and for a reasonable period afterward consistent with Section 6 of our Privacy Policy.

14. Your Privacy Rights

You have the same categories of rights described in Section 8 of our Privacy Policy (including, for California residents, the rights described in Section 8.1) with respect to personal data we hold about you as a Partner. To exercise these rights, contact us at support@sfrportfoliobuilder.com. If you are also an investor user, you may need to make a separate request to address personal data held under your Investor Account.

15. Disclaimer of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT LISTING DATA WILL BE DISPLAYED ACCURATELY, PROMINENTLY, OR AT ALL.

16. Indemnification

You agree to indemnify and hold Company harmless from any claim, demand, or liability, including reasonable attorneys’ fees, arising from (a) your breach of this Agreement, including the representations in Sections 3, 4, and 5; (b) Listing Data that infringes a third party’s intellectual property or privacy rights, or violates fair-housing or advertising law; or (c) your violation of any MLS, IDX, or other third-party agreement governing the data you submit.

17. Term and Termination

This Agreement remains in effect while you submit Listing Data to the Service or otherwise act as a Partner.
You may terminate by ceasing to submit Listing Data and requesting removal of your existing listings.
Company may suspend or terminate your status as a Partner, or remove any listing, at any time and in its discretion, including for inaccurate data, violation of Section 4, or any other breach of this Agreement.
Sections 6 (as it applies to data already incorporated into the Service, per its own terms), 7, 11, 12, 13–14 (as to data already collected), 15, 16, 19, and 20 survive termination.

18. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY’S AGGREGATE LIABILITY ARISING FROM THIS AGREEMENT WILL NOT EXCEED ONE HUNDRED DOLLARS ($100), AND COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES.

19. Dispute Resolution; Arbitration; Class Action Waiver

Informal resolution first. Before filing a claim, you agree to contact Company at support@sfrportfoliobuilder.com and attempt to resolve the dispute informally for at least 30 days.
Binding arbitration. Any dispute not resolved informally will be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its rules, rather than in court, except that either party may bring an individual claim in small claims court.
Class action waiver. Disputes will be brought only in an individual capacity, not as a plaintiff or class member in any purported class, consolidated, or representative proceeding.
Opt-out. You may opt out of this arbitration provision by sending written notice to support@sfrportfoliobuilder.com within 30 days of first accepting this Agreement.

20. Governing Law

This Agreement is governed by the laws of the State of California, USA, without regard to its conflict-of-laws principles. Subject to Section 19, the state and federal courts located in California will have exclusive jurisdiction over any dispute not subject to arbitration.

21. Changes to this Agreement

Company may update this Agreement from time to time. Material changes will be notified by email or through the Service prior to taking effect. Continued submission of Listing Data after changes take effect constitutes acceptance of the updated Agreement.

22. Miscellaneous

No Waiver. No failure to enforce any provision of this Agreement constitutes a waiver of that provision.
Severability. If any provision of this Agreement is found unenforceable, the remaining provisions remain in full force and effect.
Entire Agreement. This Agreement and our Privacy Policy (as incorporated by reference in Section 13) constitute the entire agreement between you and Company regarding your role as a Partner, superseding any prior agreements on that subject. This Agreement does not affect, and is not affected by, the EULA (see Section 1).
Assignment. You may not assign this Agreement without Company’s prior written consent. Company may assign this Agreement without your consent in connection with a merger, acquisition, or sale of all or substantially all of its assets.
Force Majeure. Company will not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control.
Notices. Company may provide notices to you via email or through the Service. You may send notices to Company at support@sfrportfoliobuilder.com or 4140 Donald Drive, Palo Alto, CA 94306.

23. Contact

Questions about this Agreement can be sent to support@sfrportfoliobuilder.com.