RPR has posted the latest draft of the license agreement they are proposing to MLSs. The draft attempts to address some of the concerns that have been discussed publicly and privately. From my review, the draft still does not live up to earlier statements that RPR would not disclose listing-level information. Instead, 1.w attempts (I think) to address some of the concerns by agreeing not to sell the MLS listings to anyone who is going to use the information to contact property owners or agents (e.g., moving companies, etc.). But is re-sale of listings to build a contact database the only concern?
What now appears clear is that RPR wants the ability to sell the MLS listings to others. By explicitly stating one narrow exception without categorically prohibiting resale of listing-level info, RPR is reserving to itself the right to sell listings to others. Let me know if I’m missing something in my interpretation or if you see something I don’t.
Marty, what section in the agreement supports your last sentence?
I didn’t miss 3(e) when I read it, but it is eviscerated by the clause “except as authorized in this Agreement” because the Agreement allows sale of “RPR offerings”, which are defined as . . . “those business products, services and/or applications created and developed by RPR using the Licensed Content, including . . .” In other words, the language is not restrictive other than the “no contact” provision I mentioned.
All work to create the RPR Offerings is “created on RPR systems, with no access to or export of the Licensed Content to any third Person” and no other access is permitted as per 3(e).
Thanks for the clarification, Marty, but, as mentioned, the definition of RPR Offerings remains the gap through which all else roams. At the very least, the Agreement could be clarified by the language you found simple to state: “Transfer of any listing information (other than list price, in the case of (iii)) is not authorized in any of these definitions, or anywhere else in the agreement.” Do you agree that it would be helpful to add your language to the definition of RPR Offerings to remove any ambiguity? If not, why?
That’s already provided in the agreement, but as evidenced by these recent revisions we are always happy to tighten our definitions for the avoidance of doubt.
It’s not at all “clear … that RPR wants the ability to sell the MLS listings to others” – for that, please see First American’s license agreement 
Excellent, Marty, thanks. I’m certain MLSs trying to decide whether to enter into the proposed agreement with RPR will appreciate the clarification.
[...] already on the web may be entirely valid, but I think they largely miss the point. For example, Mike Wurzer’s post suggesting that the new License Agreement allows RPR to sell listing-level data to various [...]
3:51 pm
Hi Michael, I think you read through the agreement too quickly before coming to this conclusion. Please review paragraph 3(e):
Restriction on Transfer. Except as authorized in this Agreement, RPR shall not sublicense, sell, transfer, distribute, publish, loan, lease, exchange, or give, or provide access to, the Licensed Content or the Database to anyone, including, without limitation, any parent, subsidiaries, affiliated entities or contractors of RPR.
The only RPR Offerings that are authorized are: i) the RPR Website, ii) the RVM, and iii) the Match & Append Products. Transfer of any listing information (other than list price, in the case of (iii)) is not authorized in any of these definitions, or anywhere else in the agreement.