Product Terms
Product Terms
These Product Terms supplement and form an integral part of the Application Services Agreement, or other master agreement (the “Application Services Agreement”) between CoStar Realty Information, Inc. (or its applicable affiliate, hereafter “Company”) and the Customer identified in the applicable Application Services Agreement. By executing an applicable Schedule A, Amendment, order form, or by using a CoStar Application Service, Application Feature, Product or Professional Service through an online click-through, click-to-accept, browsewrap, shrinkwrap, or similar electronic process, Customer agrees that these Product Terms are incorporated into and made a part of the underlying Agreement between Company (or its affiliate) and Customer as though fully set forth therein. All terms not defined herein shall have the meaning set forth in the underlying Agreement.
Customer represents and warrants that any individual who accepts these Product Terms electronically or accesses or uses an application Services on Customer’s behalf has the authority to bind Customer to these Product Terms, and any use or acceptance by such individual shall be deemed acceptance by Customer.
1. Definitions
As used herein, the following terms shall have the following meaning:
· AI Features: Any artificial intelligence enabled features and functionality that Company makes available for use by Customer or its Authorized Users as part of Lease Solutions Services or Professional Services. AI Features do not include AI Lease Solutions Features.
· AI Lease Solutions Features: Artificial intelligence enable features and functionality made available by Company for use by Customer as part of Lease Solutions Services where the input is sourced solely from Customer Data (e.g., commercial real estate lease or equipment lease) that automatically generates an output based solely on Customer Data (e.g., concise, structured summary (i.e., abstraction) of a lease record by extracting key terms, dates, financial details, obligations, or other summary or query response).
· Customer Data: (a) Materials and data provided by or on behalf of Customer to Company in connection with Customer’s use of the Services (including, e.g., lease documents uploaded to the application), and (b) outputs from the AI Lease Solutions Features. “Customer Data” expressly excludes Company Data.
· Confidential Information: Non-public information disclosed by one party to the other that is marked confidential, or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure, including Customer Data, but excluding information that: (a) is or becomes public through no breach of the Agreement; (b) was lawfully known to it without restriction before receipt; (c) is independently developed without use of the disclosing party’s Confidential Information; or (d) is lawfully received from a third party without restriction.
· Company Data: Data developed or created by, or on behalf of Company, including without limitation: (a) User Manuals; (b) all report templates, workflows, models, pricing information, and other materials made available to Customer on Company’s website or otherwise in connection with the use of the Services from time to time, (c) data that has been anonymized, aggregated and/or de-identified, when used in combination with other anonymized, aggregated, or de-identified data (including when sourced from Customer Data), or other publicly available data; and (d) outputs from the AI Features.
2. Artificial Intelligence (“AI”) Features
AI Features and AI Lease Solutions Features may be included as part of the Services, but certain AI Features or AI Lease Solutions Features may be unavailable for certain plans, regions, or configurations, changed, suspended, discontinued, or subject to additional Fees. Such features may be used to generate various outputs and may use various sources to create such outputs, including Customer Data, Company Data, and publicly available data.
3. Use Restrictions
In connection with Customer’s use of any AI Features or AI Lease Solutions Features, Customer must not submit any Personal Data by prompt or otherwise through Customer’s use of any AI Features or AI Lease Solutions Features. Customer is solely responsible for its use of any outputs generated by such features, including ensuring such use complies with applicable law, and Customer has all necessary rights to submit any prompts in connection with such features.
4. Acknowledgement
Customer acknowledges that outputs from AI Features and AI Lease Solutions Features are generated automatically and are not independently verified by Company, and may be inaccurate, incomplete, or not suitable for Customer’s intended use. AI Features and AI Lease Solutions Features are not designed to provide legal, accounting, or other professional advice, and Customer shall not rely on such outputs without independent review and validation.
5. Reservation of Rights
Company retains all rights, title, and interest in and to AI Features and AI Lease Solutions Features, including all models, algorithms, and improvements thereto. Without limiting the foregoing, Company may use Customer Data and outputs generated by AI Features and AI Lease Solutions Features in accordance with its rights under the applicable underlying Agreement.
6. License
Notwithstanding the foregoing, Customer shall own the output generated specifically for Customer by AI Lease Solutions Features. Customer hereby grants to Company a non-exclusive, irrevocable, perpetual, worldwide, royalty-free, sub-licensable license to access, use, host, reproduce, display, distribute, process, modify, perform, and create derivative works from AI Lease Solutions Features output, including in aggregated and de-identified form for Company’s internal purposes as well as for developing, marketing, and offering its products and services, provided Customer is not identified and Customer Confidential Information is not disclosed.
7. Interpretation
Except as expressly modified herein, all other terms and conditions applicable to AI Features shall apply equally to AI Lease Solutions Features.