Terms and Conditions
Terms and Conditions
Proprietary Rights and License
Unless otherwise noted, all of the content available through the Site (“Site Content”) is owned by Build-2suit or its licensors or licensees. Except for the limited license below, you do not obtain any rights in any of Site Content by your use of the Site or otherwise.
Subject to these Terms, Build-2suit grants you a personal, non-transferable, and non-exclusive limited license to access and use the Sites for your own personal, non-commercial use. This license includes the right to (a) copy and download materials from the Site as needed for you to view them through your browser and (b) print screen shots of products, product descriptions, and similar materials for your personal reference use, provided you do not delete or modify any copyright or other proprietary notices. Build-2suit may terminate this license upon notice to you, in which case you must cease all use of the licensed materials. Except as otherwise expressly permitted, you are not permitted to make any other use of the Site or the Site Content.
The license granted to you by Build-2suit is limited to your use of the Site for your own personal, non-commercial use. It is also subject to certain restrictions. Unless Build-2suit gives you express written authority, you may not (a) resell any of the Site Content; (b) distribute, publicly perform, or publicly display any of the Site Content; or (c) modify or make any derivative uses of the Site or the Site Content (or any portion thereof).
In addition, under no case are you permitted to:
· use any data mining, scraper, spider robots, or similar data gathering or extraction methods to access, monitor, or copy any Site Content or other content or information used by the Site;
· violate the restrictions in any robot exclusion headers on the Site or circumvent any other measures used to prevent or limit access to the Site;
· take any action that imposes, or may impose, in Build-2suit's sole discretion, an unreasonable or disproportionately large load on our infrastructure;
· engage in deep-linking to any portion of the Site for any purpose;
· “frame”, “mirror” or otherwise incorporate any part of the Site into any other web site;
· use the Site or the Site Content other than for their intended purpose; or
· post content to the Site in violation of the Terms.
Any use of the Site or Site Content other than as expressly permitted by these Terms will constitute a violation of the Terms and may constitute infringement of Build-2suit’s intellectual property and other proprietary rights and a violation of applicable law.
Build-2suit reserves the right, without any limitation whatsoever, to: (a) investigate any suspected breaches of security for the Site or its information technology or other systems or networks, (b) investigate any suspected breaches of these Terms or violations of any additional terms, conditions and rules posted in connection with a particular service or feature on the Site, (c) involve and cooperate with law enforcement authorities in investigating any such matters, (d) prosecute violators of these Terms to the full extent of the law, (e) delete or modify any content on the Site, including any materials or items you may have acquired through your use of the Site, and (f) discontinue any of the Site or terminate your access to them at any time, without notice, for any reason and without any obligation to you whatsoever.
Links to Other Sites
Build-2suit will respond appropriately to notices of alleged copyright infringement that comply with the U.S. Digital Millennium Copyright Act (“DMCA”), as set forth below. If you own copyrights in a work and believe that your intellectual property rights in that work have been infringed by an improper posting or distribution of it via the Site, then send Build-2suit a written notice that includes all of the following:
· a legend or subject line that says: “DMCA Copyright Infringement Notice”;
· a description of the copyrighted work that you claim has been infringed;
· the URL of the site and a description of where the material that you claim is infringing is located on that site;
· your address, telephone number, and email address;
· a statement by you that you have a good faith belief that the alleged infringing material is not authorized by the copyright owner, its agent, or the law;
· a statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the copyright owner (or, if you are not the copyright owner, then your statement must indicate that you are authorized to act on the behalf of the owner of an exclusive right that is allegedly infringed); and,
· your electronic or physical signature.
Build-2suit will only receive DMCA notices by mail, email, or facsimile directed to Build-2suit's Designated Agent at the addresses below:
By Email: info@Build-2suit.com
Build-2suit may elect to not respond to DMCA notices that do not comply with all of the foregoing requirements, and Build-2suit may elect to remove allegedly infringing material that comes to its attention via notices that do not comply with the above.
Product Warranty and Returns
PRODUCT WARRANTIES (IF ANY) ARE GIVEN BY THE PRODUCT MANUFACTURER; NOT Build-2suit. UNLESS OTHERWISE PROVIDED ON THE SITE, Build-2suit EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES ABOUT THE PRODUCTS FOR SALE ON THE SITE, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
Warranty Disclaimers and Waiver
UNLESS OTHERWISE EXPRESSLY PROVIDED, THE SITE, AND ALL SITE CONTENT AND PRODUCTS, AND OTHER MATERIALS AND INFORMATION INCLUDED IN OR MADE AVAILABLE IN CONNECTION WITH THE SITE ARE PROVIDED “AS IS,” WITH NO WARRANTIES WHATSOEVER. Build-2suit EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. Build-2suit ALSO DISCLAIMS ANY WARRANTIES REGARDING THE ACCURACY, SECURITY, RELIABILITY, TIMELINESS, AVAILABILITY, COMPATIBILITY, AND PERFORMANCE OF THE SITE AND INFORMATION THEREON. Build-2suit FURTHER DISCLAIMS ANY WARRANTIES FOR ANY INFORMATION OR ADVICE OBTAINED THROUGH ANY CONTENT ON THE SITE. FINALLY, Build-2suit DISCLAIMS ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SITE OR IN CONNECTION WITH THE SITE OR RECEIVED THROUGH ANY LINKS PROVIDED ON THE SITE, AS WELL AS FOR ANY INFORMATION OR ADVICE RECEIVED THROUGH ANY LINKS PROVIDED ON THE SITE. YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST Build-2suit, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS WITH RESPECT TO THE SITE, ANY CONTENT ON THE SITE, AND ANY Build-2suit PRODUCTS AND/OR SERVICES, AS WELL AS ANY CONTENT YOU PROVIDE TO THIRD PARTIES (INCLUDING, WITHOUT LIMITATION, CREDIT CARD AND OTHER PERSONAL INFORMATION).
Limitation of Liability
Build-2suit will not be liable under any theory of law, for any and all damages, claims, or causes (such as, but not limited to, punitive damages, breach of contract damages, loss of profits, business interruption, loss of information or data, or costs of replacement goods) arising out of or relating to your use or inability to use the Site or resulting from use of or reliance on the information presented, even if Build-2suit may have been advised of the possibility of such damages. If you are dissatisfied with the Site, you do not agree with any part of these Terms, or you have any other dispute or claim with or against Build-2suit with respect to these Terms or the Site, then your sole and exclusive remedy is to discontinue using the Site. The exclusion of damages under this section is independent of your exclusive remedy and survives in the event such remedy fails of its essential purpose or is otherwise deemed unenforceable. These limitations and exclusions apply without regard to whether the damages arise from (a) breach of contract, (b) breach of warranty, (c) negligence, or (d) any other cause of action. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction. In any event, Build-2suit’s aggregate liability shall not exceed USD $100. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
Without limiting any provision in the previous section, Build-2suit shall not be liable or be deemed to be in breach of these Terms for any failure to perform, or delay in performing, any of Build-2suit’s obligations in relation to the Build-2suit products if the delay or failure was due to any cause beyond Build-2suit’s reasonable control. Causes beyond Build-2suit’s reasonable control shall include, but not be limited to, acts of God, flood, explosion, natural catastrophe, storms, fire or accident; war or threat of war, blockade, sabotage, insurrection, terrorism, riot or civil disturbance; acts, restrictions, regulations, laws, prohibitions or measures of any kind on the part of any governmental, international, federal, state or local authority; import or export regulations or embargoes; strikes or other industrial actions or trade disputes (whether involving employees of Build-2suit or a third party); problems in obtaining raw materials, labor, transportation, fuel, parts or machinery; and power failure or breakdown in machinery, including computer or other equipment failure. In the event of any such default or delay, the date for performance shall be extended for a period equal to the period during which such aforesaid cause, circumstance or contingency remains in effect.
You agree to indemnify, defend and hold Build-2suit, its officers, directors, employees, agents, licensors and suppliers harmless from and against all losses, liabilities, expenses, damages and costs, including reasonable attorneys' fees and costs, resulting from any violation of these Terms or any activity related to use of the Site by anyone using your user account or password.
Binding Arbitration; Class Action Waiver
Except for matters relating to the enforcement of Build-2suit's intellectual property rights, all disputes, controversies, or claims arising out of or relating in any way to the Site, your participation in any of the features available through them and/or your purchase of any products, content or services shall be finally resolved by as provided below. YOU ARE GIVING UP THE RIGHT TO LITIGATE A DISPUTE WITH Build-2suit BEFORE A JUDGE OR JURY. The arbitral tribunal shall have the power to rule on any challenge to its own jurisdiction or to the validity or enforceability of any portion of this agreement to arbitrate. You and Build-2suit agree to arbitrate solely on an individual basis and expressly waive the ability to participate in a class or representative proceeding, including any class arbitration or representative arbitration proceedings. The arbitral tribunal may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. In the event the prohibition on class arbitration is deemed invalid or unenforceable, then the remaining portions of the agreement to arbitrate will remain in force. To the extent that you or Build-2suit opts out of arbitration following the procedure set forth below, or if this arbitration agreement is found inapplicable to a dispute between us, you and Build-2suit expressly waive the ability to participate in any class or representative litigation.
If a dispute arises that is subject to arbitration, you must give Build-2suit written notice and an opportunity to resolve it. Your notice must include your name, your address, a written description of the dispute, and a specific description of the relief you are seeking. If Build-2suit does not resolve our dispute within forty-five (45) days after receiving your notice, you may pursue arbitration as below by sending a written demand for arbitration to Build-2suit at the address set forth above in “Copyright Claims.”
Any dispute or claim that is subject to arbitration but is not resolved by the pre-arbitration dispute process shall be submitted to binding arbitration. The disputes and claims subject to arbitration will be resolved by a single arbitrator mutually agreed upon by you and Build-2suit. If we cannot agree on an arbitrator, then an arbitrator shall be selected pursuant to Rule 12 of the JAMS Streamlined Arbitration Rules and Procedures. The arbitrator shall be bound by and shall strictly enforce these Terms and any other applicable agreement between us, and may not limit, expand, or otherwise modify any such terms. The arbitrator may award any relief that a court of law could, applying the limitations of liability contained in these Terms. The arbitrator may award injunctive relief if permitted by law – but the injunctive relief awarded by the arbitrator may not extend beyond our dealings with one another. Any arbitration will be held in New York City, New York, unless otherwise agreed upon by you and Build-2suit in writing. You and Build-2suit will each bear its own expenses in the arbitration and will share equally the costs of the arbitration; provided, however, that the arbitrator shall award costs and fees to the prevailing party if it is determined that the other party submitted a claim with no reasonable basis or filed any claim in bad faith
You may opt out of the agreement to arbitrate by providing written notice of your intention to do so to Build-2suit at the address above no later than 60 days after initial acceptance of these Terms. The procedure spelled out herein is the only way to opt out of arbitration, and any attempts to opt out after the deadline set forth herein will be ineffective. Notwithstanding your decision to opt out of arbitration, you still waive the ability to participate in any class or representative litigation.
Because the Site and these Terms concern interstate commerce, the Federal Arbitration Act governs the interpretation and enforcement of the arbitration rules (notwithstanding the application of New York law to any underlying claims as provided above). You agree the arbitration and other provisions of this section “Binding Arbitration; Class Action Waiver” survives any termination of these Terms.
The Terms shall survive termination of your agreement with Build-2suit. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.
Modification of Terms
Build-2suit may periodically modify the Terms without notice. Changes to the Terms will be effective (a) 30 days after we provide you with email notice of the changes or (b) the date on which they are posted on the Site. If you do not agree to any change to the Terms, you must cease use of the Site. Your continued access and use of the Site signifies your acceptance of the Terms as modified.