FirstList Terms of Use

Last updated: September 10, 2026.

These FirstList Terms of Use (these "Terms") govern access to and use of the FirstList platform,
including the website located at www.firstlist.co and the associated web application located at
app.firstlist.co (collectively, the "Platform"), operated by MyAbode, Inc. ("Company," "we,"
"us," or "our"), a corporation with a primary place of business at 468 King St W, Toronto,
Ontario. These Terms apply to every individual who accesses or uses the Platform, including
Agents and Consumer Users (each as defined below). References to a Brokerage in these Terms
are for context only; a Brokerage's own rights and obligations, if any, are set out in its Order
Form/MSA with Company, not in these Terms.
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BY CLICKING "I AGREE" (OR SIMILAR), CREATING AN ACCOUNT, OR OTHERWISE
ACCESSING OR USING THE PLATFORM, YOU ACCEPT AND AGREE TO BE BOUND
BY THESE TERMS. IF YOU DO NOT AGREE, YOU MUST NOT ACCESS OR USE THE
PLATFORM.
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If you are accessing the Platform as a real estate salesperson, broker, or brokerage employee (an
Agent), Part A of these Terms applies to you, in addition to Part C. If you are accessing the
Platform as a Consumer User — for example, as a buyer or seller client invited to the Platform
by an Agent — Part B of these Terms applies to you, in addition to Part C. These Terms bind
Agents and Consumer Users personally. Where an Agent's Brokerage has entered into a Master
Services Agreement or Order Form with Company, that document (not these Terms) governs the
commercial relationship between Company and the Brokerage, including fees and the
Brokerage's own obligations, and takes precedence over these Terms solely with respect to any
conflict on commercial terms. An Agent accepting these Terms represents that the Agent is
authorized by the Agent's Brokerage to use the Platform as described in Part A. Alternatively, an
Agent may access the Platform through an Individual Subscription entered into directly with
Company, independent of any Brokerage Order Form; in that case, the Individual Subscription
(not a Brokerage's Order Form) governs the fees and other commercial terms applicable to that
Agent, as further described in Part A.
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Definitions
1. Definitions. Capitalized terms used in these Terms have the meanings set out below or
elsewhere in these Terms.
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(a) "Agent" means a real estate salesperson, broker, or brokerage employee who is registered
under the Trust in Real Estate Services Act, 2002 (Ontario) or equivalent provincial
legislation, and who is authorized by a Brokerage to use the Platform to market Listings
and manage client relationships.
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(b) "Brokerage" means the real estate brokerage with which an Agent is registered, and
which has entered into an Order Form or otherwise authorized its Agents to use the
Platform.
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(c) "Coming Soon Window" means the period, currently up to three (3) days, during which
applicable real estate board rules permit a property to be marketed prior to its listing on
the Multiple Listing Service (“MLS”).
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(d) "Consumer User" means an individual buyer or seller client who is invited to, and
registers for, access to the Platform by or through a specific Agent, as described in Part B
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(e) “Individual Subscription” means a subscription to the Platform that an Agent enters into
directly with Company on an individual basis, independent of any Order Form, together
with the billing, fee, and cancellation terms presented to the Agent at checkout.
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(f) "Listing" means information relating to a property that an Agent or Brokerage submits to,
or authorizes distribution of through, the Platform, including property details, images,
and Coming Soon status.
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(g) "Order Form" means an order form, master services agreement, or similar ordering
document entered into between Company and a Brokerage purchasing access to the
Platform and/or referencing these Terms.
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(h) "Personal Information" has the meaning given to it under applicable Canadian privacy
law and includes information about an identifiable individual, as further described in the
Privacy Policy.
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(i) "Privacy Policy" means Company’s privacy policy, currently located at [https://
www.firstlist.co/privacy-policy], as amended from time to time.
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(j) "Syndication Partner" means a third-party website or service to which Company
distributes Coming Soon Listing data via the Platform’s application programming
interface (“API”) or a Widget.
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(k) "User" means collectively, Agents and Consumer Users, and “you” refers to whichever of
them is accessing the Platform.
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(l) "Widget" means the embeddable pop-up or newsletter sign-up tool that an Agent or
Brokerage may place on its own website to display Coming Soon Listings and collect
Consumer User sign-ups.
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Part A — Agent Terms
2. Eligibility and Accounts. This Part A applies to, and binds, each individual Agent. It
does not itself bind any Brokerage; a Brokerage's obligations to Company arise under its
Order Form/MSA.
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(a) Registration. An Agent may access the Platform only if the Agent is, at all times,
registered with and in good standing with a Brokerage. The Agent represents and
warrants that the Agent is authorized by that Brokerage to use the Platform to market
Listings and manage client relationships on the Brokerage's behalf, whether the Agent
signed up individually or was invited as part of a roster provided by the Brokerage. Each
Agent account is personal to that Agent and may not be shared or transferred.

(b) No sole-practitioner exception. An Agent who is not affiliated with any Brokerage that
has entered into an Order Form with Company is nonetheless bound by this Part A in full
upon accepting these Terms; that Agent's Brokerage (if any) remains free to enter into its
own Order Form with Company at a later time without affecting the Agent's existing
acceptance of these Terms. Such an Agent's access to the Platform may instead be
provided through an Individual Subscription, as further described in the Fees clause
below.

(c) Accuracy of registration information. The Agent must provide accurate, current
registration information and promptly update it, including any change in brokerage
affiliation.
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3. Listings and Compliance.
(a) Authority to list; right to share. The Agent represents and warrants that: (i) the Agent
has sole responsibility for the accuracy, quality, integrity, and legality of all Listings the
Agent submits to or distributes through the Platform; and (ii) the Agent has obtained all
consents from the applicable seller or property owner, or otherwise has full authority
under the applicable listing agreement, to share all information contained in the Listing
— including with other Users and Brokerages on the Platform and with Syndication
Partners, and including pre-MLS or Coming Soon distribution — and that doing so does
not violate the applicable listing agreement with the seller or buyer represented.

(b) Real estate board and regulatory compliance. The Agent is solely responsible for
ensuring the Agent's use of the Platform — including any pre-MLS or Coming Soon
marketing of a Listing — complies with the rules of the applicable real estate board(s)
and regulatory authorities, including the Canadian Real Estate Association (“CREA”), the
applicable local real estate board, and the Trust in Real Estate Services Act, 2002
(Ontario), as amended from time to time.

(c) No implied representation. Listing information distributed automatically through the
Platform (for example, via an automated “morning briefing” email or a Widget) is
provided for informational purposes only and does not, on its own, create or imply a
buyer or seller representation relationship between the recipient and the distributing
Agent or Brokerage. Agents remain responsible for ensuring that any advisory statements
or custom communications they make outside of this automated distribution do not
inadvertently create an implied representation contrary to applicable law.

(d) Coming Soon distribution settings. The Platform may, by default, make an Agent’s
Coming Soon Listings available for distribution to other Users and to Syndication
Partners in compliance with applicable Coming Soon Window rules. An Agent may
adjust the Agent's (or, where applicable, the Agent's Brokerage's) account-level sharing
settings to opt out of some or all such distribution, as further described in the Platform’s
account settings and digital manuals.

4. License to Use the Platform.
(a) Grant. Subject to these Terms and, where applicable, the Agent's Brokerage's Order
Form or the Agent's Individual Subscription, Company grants each Agent a limited, non-
exclusive, non-transferable, revocable license to access and use the Platform solely for
the marketing of Listings and management of client relationships in the ordinary course
of the Agent’s real estate business.
(b) Restrictions. An Agent shall not: (i) resell, sublicense, or otherwise commercially exploit
access to the Platform other than as contemplated by these Terms; (ii) use the Platform to
send unsolicited commercial electronic messages in violation of Canada’s Anti-Spam
Legislation (“CASL”) or other applicable law; (iii) misrepresent a Listing’s status
(including Coming Soon or exclusive status); (iv) attempt to circumvent any Consumer
User invitation or business-relationship verification mechanism built into the Platform; or
(v) engage in the conduct prohibited in Part C, Section 11 below.
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5. Fees. All commercial terms, including all fees payable by a Brokerage for use of the
Platform, are as set out in the applicable Order Form. This Part A does not itself impose
or vary any fee payable under a Brokerage’s Order Form. Where an Agent’s access to the
Platform is provided through a Brokerage’s Order Form, that Agent’s access is provided
through, and subject to, that Order Form. Alternatively, an Agent may access the Platform
through an Individual Subscription entered into directly with Company, independent of
any Brokerage Order Form; in that case, that Agent’s access is provided through, and
subject to, the fees and billing terms presented to the Agent at checkout for that
Individual Subscription, rather than by a Brokerage’s Order Form. These two bases for an
Agent’s access — through a Brokerage’s Order Form, or through an Individual
Subscription — are not mutually exclusive but are independent; an Agent has access
under whichever applies to that Agent.
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Part B — Consumer User Terms
6. Who This Part Applies To. This Part B applies to Consumer Users — individuals who
access the Platform as a client tied to a specific Agent, whether through a direct
invitation, a Widget sign-up, registration through that Agent’s personal sign-up link or
page, or a similar mechanism that ties the Consumer User to that Agent.
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7. Invitation-Only Access.
(a) Tied to an Agent. The Platform is not open to the public at large without reference to an
Agent. A Consumer User may only access the Platform by registering through a specific
Agent’s personal sign-up link or page, a Widget, or a direct invitation — in each case
becoming tied to that Agent and that Agent’s Brokerage — regardless of whether that link
or page was sent directly to the Consumer User or made more broadly available by the
Agent (for example, through advertising or the Agent’s own website). A Consumer User
may not create an account independent of an identified Agent.
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(b) Scope of access. A Consumer User’s access is limited to the Listings and information that
Company and/or the inviting Agent make available to Consumer Users generally, which
may be narrower than the information visible to Agents.
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8. Representations of Consumer Users. Each Consumer User represents and warrants to
Company:
(a) Identified relationship. that the Consumer User is joining the Platform under the
specific named Agent (and that Agent’s Brokerage) identified in the invitation or sign-up
link through which the Consumer User is registering;
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(b) No conflicting brokerage relationship. that the Consumer User is not, as of the date of
sign-up, a party to a buyer representation agreement, listing agreement, or other exclusive
brokerage relationship with a different brokerage that would be inconsistent with the
relationship identified at sign-up; and
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(c) Intent to do business. that the Consumer User intends to do business with the identified
Agent and Brokerage in connection with the Consumer User’s current real estate needs.
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(d) Duration-limited access. that the Consumer User’s access to the Platform is granted
solely for the duration of the Consumer User’s business affiliation with the identified
Agent or Brokerage; and
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(e) Not a real estate professional. that the Consumer User is not a real estate salesperson,
broker, or brokerage employee, and is not acting on behalf of a licensed real estate agent
or broker.
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(f) Effect of a false representation. A Consumer User who makes any of the foregoing
representations knowing it to be false is in breach of these Terms, and Company and/or
the applicable Agent or Brokerage may suspend or terminate that Consumer User’s
access without notice.
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9. No Agency Relationship with Company. Company is a technology platform provider
only. Nothing in these Terms, and no use of the Platform, creates any brokerage, agency,
or representation relationship between a Consumer User and Company. Any agency or
representation relationship exists solely, if at all, between the Consumer User and the
Agent/Brokerage identified in the Consumer User’s sign-up, and is governed by separate
agreements (if any) between the Consumer User and that Agent/Brokerage, not by these
Terms.
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10. Consumer User Conduct. A Consumer User shall not: (a) share Platform login
credentials or Listing information obtained through the Platform with any other
prospective buyer, seller, or the public, except as reasonably necessary in the Consumer
User’s own transaction; (b) use Listing information for any purpose other than the
Consumer User’s own personal real estate search or sale; or (c) attempt to contact a seller
or listing Agent other than the Consumer User’s inviting Agent in relation to a Listing
viewed on the Platform.
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Part C — General Terms (All Users)
11. Prohibited Conduct. No User shall: (a) use the Platform in violation of any applicable
law, including privacy, anti-spam, and real estate regulatory law; (b) scrape, harvest, or
systematically extract data from the Platform other than through the API access (if any)
Company has expressly authorized; (c) reverse engineer, decompile, or attempt to derive
the source code of the Platform; (d) interfere with the security or proper functioning of
the Platform; (e) introduce malicious code; (f) misrepresent their identity, role, or
affiliation with any Agent or Brokerage, or (g) share platform login credentials with any
other person.
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12. Intellectual Property.
(a) Company IP. Company retains all right, title, and interest in and to the Platform, the
FirstList name and marks, and all related intellectual property. No rights are granted
except as expressly set out in these Terms.
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(b) User content. As between Company and the submitting Agent/Brokerage, the Agent/
Brokerage retains ownership of Listing content it submits, and grants Company a non-
exclusive, worldwide, royalty-free license to host, reproduce, and distribute that content
through the Platform and to Syndication Partners, solely for the purpose of operating the
Platform and Services as described in these Terms and the applicable Order Form.
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13. Privacy. Company’s collection, use, and disclosure of Personal Information through the
Platform is described in the Privacy Policy, which forms part of these Terms by reference.
By using the Platform, each User consents to the collection, use, and disclosure of
Personal Information as described in the Privacy Policy, including receipt of automated
Listing update emails and other electronic messages related to the Platform and its
business.
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14. Disclaimers. EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS, THE
PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT
WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY,
INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR NON-INFRINGEMENT, TO THE MAXIMUM
EXTENT PERMITTED BY APPLICABLE LAW. COMPANY DOES NOT WARRANT
THE ACCURACY OF ANY LISTING INFORMATION, WHICH IS SUPPLIED BY
AGENTS AND BROKERAGES.
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15. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW,
COMPANY'S AGGREGATE LIABILITY TO ANY USER ARISING OUT OF OR
RELATING TO THESE TERMS AND/OR THE PLATFORM SHALL NOT EXCEED
THE FOLLOWING, DETERMINED AS OF THE DATE OF THE CLAIM:
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(a) IF THE USER HAS AN AFFILIATED BROKERAGE, THE PORTION OF THE
AMOUNTS PAID BY THAT BROKERAGE TO COMPANY IN THE TWELVE (12)
MONTHS PRECEDING THE CLAIM THAT IS REASONABLY ALLOCABLE, ON A
PRO RATA BASIS, TO THAT USER'S ACCESS TO THE PLATFORM; OR, IF SUCH
AN ALLOCATION CANNOT REASONABLY BE CALCULATED ON A PRO RATA
BASIS, THE TOTAL AMOUNTS PAID BY THAT BROKERAGE TO COMPANY IN
THE TWELVE (12) MONTHS PRECEDING THE CLAIM;
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(b) IF THE USER HAS NO AFFILIATED BROKERAGE, THE TOTAL AMOUNTS PAID
BY THAT USER TO COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE
CLAIM; OR
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(c) IF NO AMOUNTS DESCRIBED IN CLAUSE (a) OR (b) ABOVE HAVE BEEN PAID,
ONE HUNDRED CANADIAN DOLLARS (CAD $100).
IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS
OR LOST BUSINESS OPPORTUNITY, EVEN IF ADVISED OF THE POSSIBILITY
THEREOF.
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16. Indemnification.
(a) By Agents. Each Agent shall indemnify, defend, and hold harmless Company and its
affiliates, officers, directors, employees, and agents from and against any claims,
damages, and expenses (including reasonable legal fees) arising out of or relating to: (i)
the Agent’s Listings or Listing content; (ii) the Agent’s breach of applicable real estate
regulatory requirements, including via its use of the Platform; or (iii) the Agent’s breach
of these Terms. This is in addition to, and does not replace, any indemnification
obligations a Brokerage has separately agreed to under its own Order Form/MSA with
Company.
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(b) By Consumer Users. Each Consumer User shall indemnify, defend, and hold harmless
Company and its affiliates, officers, directors, employees, and agents from and against
any claims, damages, and expenses (including reasonable legal fees) arising out of or
relating to a false acknowledgment made under Part B, Section 8 (Representations of
Consumer Users), or any other breach by the Consumer User of these Terms.
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17. Suspension and Termination. Company may suspend or terminate any User’s access to
the Platform, with or without notice, if Company reasonably believes the User has
breached these Terms or poses a security or legal risk to Company or other Users, the
User’s continued use of the Platform may entail a security, legal or business risk to the
Company or other Users or if the applicable Brokerage’s Order Form or the Agent’s
Individual Subscription (whichever applies) is suspended or terminated, including for
non-payment. A User may stop using the Platform, and an Agent or Consumer User may
request account deletion, at any time in accordance with the Privacy Policy.
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18. Changes to These Terms. Company may update these Terms from time to time.
Company will provide notice of material changes by posting the updated Terms on the
Platform and, where reasonably practicable, by email to registered Users. Continued use
of the Platform after the effective date of an update constitutes acceptance of the updated
Terms.
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19. General.
(a) Governing law. These Terms are governed by the laws of the Province of Ontario and the
federal laws of Canada applicable therein, without regard to conflict of laws principles.
The courts of Ontario shall have exclusive jurisdiction over any dispute arising out of or
relating to these Terms.
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(b) Relationship of parties. Nothing in these Terms creates a partnership, joint venture,
agency, or employment relationship between Company and any User.
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(c) No third-party beneficiaries. Except as expressly stated, these Terms do not confer any
rights on any person other than the parties.
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(d) Assignment. A User may not assign these Terms without Company’s prior written
consent. Company may assign these Terms in connection with a merger, acquisition, or
sale of all or substantially all of its assets.
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(e) Severability. If any provision of these Terms is held unenforceable, the remaining
provisions shall remain in full force and effect.
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(f) Entire agreement. These Terms, together with the Privacy Policy and any applicable
Order Form or Individual Subscription, constitute the entire agreement between the
parties regarding the Platform and supersede all prior agreements on the subject matter.
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(g) Contact. Questions about these Terms may be directed to Derek Hooper GM FirstList,
derekh@myabode,ca.