Terms and Conditions
These Terms of Service include:
- User’s agreement that the Service is provided “as is” and without warranty (Sections 16).
- User’s agreement that the Company has no liability regarding the Service (Section 17).
- User’s consent to release the Company from liability based on claims between Users (Section 3) and generally (Sections 16 & 17).
- User’s agreement to indemnify the Company from claims due to User’s use or inability to use the Service or content submitted from User’s account to the Service (Section 18).
- User’s agreement to arbitrate claims (Sections 19 & 20).
- User’s consent that no claims can be adjudicated on a class basis (Sections 19 & 20).
1. Service Connects Customers and Contractors
The Service is a communications platform which enables the connection between Customers and Contractors. Customers (“Customers”) are individuals and/or businesses seeking to obtain architectural services (“Tasks”) from Contractors and are therefore clients of Contractors, and Contractors are individuals and/or businesses seeking to perform Tasks (“Contractors”) for Customers. Customers and Contractors together are hereinafter referred to as “Users.”
2. Service Only Provides a Venue
The Service is a platform for enabling connections between Customers and Contractors for the fulfillment of Tasks. Notwithstanding the foregoing, Company is not responsible for the performance of Contractors, nor does it have control over the quality, timing, legality, failure to provide, or any other aspect of the Tasks completed by Contractors, nor of the integrity, responsibility or any of the actions or omissions whatsoever of any Contractor. Company makes no representations about the suitability, reliability, timeliness, or accuracy of the Tasks completed by Contractors requested by Customers through the Service whether in public, private, or offline interactions. Company merely provides connections between Customers and Contractors acting as an outsourcing agency.
3. User Vetting
Customers and Contractors may be subject to an extensive vetting process before they can register to use the Service, and during their use of the Service, including but not limited to a verification of identity and a comprehensive criminal background check, at the Federal, State, and local level, using third party services at its sole discretion. Users hereby give consent to Company to conduct background checks in compliance with federal and state laws and the Fair Credit Reporting Act.
Although Company may perform background checks of Users, as outlined above, Company shall not be liable or responsibility for the accuracy of any background check information or any information provided through the Service.
When interacting with other Users, Users should exercise caution and common sense to protect User’s personal safety and property, just as Users would when interacting with other persons whom Users don’t know. NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICE AND USERS HEREBY RELEASE THE COMPANY AND ITS AFFILIATES OR LICENSORS FROM ANY LIABILITY RELATED THERETO. COMPANY AND ITS AFFILIATES AND LICENSORS WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH USER’S USE OF THE SERVICE.
4. Billing and Payment
By using the Service Users agree to unconditionally pay for the Task completed on User’s behalf (“Fee”). Users may be required to pre-pay for the Task at Company’s sole discretion.
In order to use the Service, Customer must provide account information for at least one valid Payment Method. The Site makes the following methods of payment available: credit cards, debit cards, and PayPal (“Payment Method”).
Customer hereby authorizes Company and its affiliates to run credit card authorizations on all credit cards provided by Customer, to store credit card and banking details as Customer’s method of payment for Services, and to charge Customer’s credit card (or any other form of payment authorized by Company or as mutually agreed to between Customer and Company).
When Customer authorizes a payment on the Site, Customer automatically and irrevocably authorizes and instructs Company to charge Customer’s Payment Method for Fees. When Customer approves or is deemed to have approved a Contractor to complete a Task, Customer automatically and irrevocably authorizes and instructs Company to charge Customer’s Payment Method for the Fees.
By providing Payment Method information through the Site, Customer represents, warrants, and covenants that: (a) Customer is legally authorized to provide such information to us; (b) Client is legally authorized to perform payments using the Payment Method(s); and (c) such action does not violate the terms and conditions applicable to Customer’s use of such Payment Method(s) or applicable law. When Customer authorizes a payment using a Payment Method via the Site, Customer represents, warrants, and covenants that there are sufficient funds or credit available to complete the payment using the designated Payment Method. To the extent that any amounts owed under these Terms and Conditions cannot be collected from Customer’s Payment Method(s), Customer is solely responsible for paying such amounts by other means.
We reserve the right to seek reimbursement from Users, and Users will reimburse us, if we suspect fraud or criminal activity associated with User’s payment, withdrawal, or engagement, if we discover erroneous or duplicate transactions, or if we have supplied our services in accordance with these Terms and Conditions yet we receive any chargeback from the credit card company, bank, PayPal or other payment method
5. User’s Account and Profile
If applicable, Users will need to register by creating an account with us in order to publish User Content, as defined herein, on the Site. If Users choose to create an account or Company profile with us, Users agree to provide only accurate, complete registration information, and that Users will keep that information up-to-date if it changes. Access to the Site is not authorized by any other person or entity using User’s registration information and Users are responsible for preventing such unauthorized use.
After Users register, we will issue a unique account number (a “User ID”) to Users. Individuals and entities who access the Site or use the Services and have previously been terminated by Company may not register for an account, nor may Users allow any of those individuals to use User’s account.
By providing User’s mobile phone number and using the Service, Users hereby affirmatively consent to our use of User’s mobile phone number for calls and texts in order to perform and improve upon the Service. Company will not assess any charges for calls or texts, but standard message charges or other charges from User’s wireless carrier may apply. Users may opt-out of receiving text messages from us by modifying User’s account settings on the Site or Company’s mobile application, or by emailing info@goSkwerl.com.
Users agree that Company relies on User IDs to determine authorized users of the Service. If someone accesses our Site using a User ID that we have issued to Users, we will rely on that User ID and will assume that it is Users or User’s representative accessing the Site. Users are solely responsible for any and all access to the Site or use of the Service by persons using User’s User ID. Please notify us immediately if Users become aware that User’s User ID is being used without User’s authorization.
The Service is only a venue for connecting Users. Because Company is not involved in the completion of the Tasks, in the event that Users have a dispute with one or more Users, Users release Company (and Company’s officers, directors, agents, investors, subsidiaries, and employees) from any and all claims, demands, or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
Company expressly disclaims any liability that may arise between Users of its Service.
7. Public Site Areas; Acceptable Use
The Service may contain profiles, email systems, blogs, message boards, applications, job postings, chat areas, news groups, forums, communities and/or other communication facilities (“Public Areas”) that allow Users to communicate with other Users. Users may only use such community areas to send and receive messages and material that are relevant and proper to the applicable forum.
Without limitation, while using the Service, Users may not:
- Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others Users or Company contractors and employees.
- Publish, post, upload, distribute or disseminate any profane, defamatory, infringing, obscene or unlawful content, name, material or information.
- Use the Service for any purpose, including, but not limited to posting or completing a Task, in violation of local, state, national, or international law.
- Upload files that contain software or other material that violates the intellectual property rights (or rights of privacy or publicity) of any third party.
- Upload files that contain viruses, Trojan horses, corrupted files, or any other similar software that may damage the operation of another's computer.
- Post or upload any content to which Users have not obtained any necessary rights or permissions to use accordingly.
- Advertise or offer to sell any goods or services for any commercial purpose through the Service which are not relevant to the services offered through the Service.
- Conduct or forward surveys, contests, pyramid schemes, or chain letters.
- Impersonate another person or a User or allow any other person or entity to use User’s identification to post or view comments.
- Post the same Task repeatedly (“Spamming”). Spamming is strictly prohibited.
- Download any file posted by another User that a User knows, or reasonably should know, cannot be legally distributed through the Service.
- Restrict or inhibit any other User from using and enjoying the Public Areas.
- Imply or state that any statements Users make are endorsed by Company, without the prior written consent of Company.
- Use a robot, spider, manual and/or automatic processes or devices to data-mine, data-crawl, scrape, or index the Service in any manner.
- Hack or interfere with the Service, its servers or any connected networks.
- Adapt, alter, license, sublicense or translate the Service for User’s own personal or commercial use.
- Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by Company.
- Upload content that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.
- Upload content that provides materials or access to materials that exploit people under the age of 18 in an abusive, violent or sexual manner.
- Use the Service to solicit for any other business, website or service, or otherwise contact Users for employment, contracting or any purpose not related to use of the Service as set forth herein.
- Use the Service to collect usernames and or/email addresses of Users by electronic or other means.
- Register under different usernames or identities, after User’s account has been suspended or terminated.
Users understand that all submissions made to Public Areas will be public and that Users will be publicly identified by User’s name or login identification when communicating in Public Areas, and Company will not be responsible for the action of any Users use of or with respect to any information or materials posted in Public Areas.
8. Termination and Suspension
Company may terminate or suspend User’s right to use the Service at any time for any or no reason by providing Users with written or email notice of such termination, and termination will be effective immediately upon delivery of such notice.
Without limitation, Company may terminate or suspend User’s right to use the Service if Users breach any term of this Agreement or any policy of Company posted through the Service or on the Site from time to time. If Company terminates or suspends User’s right to use the Service for any of these reasons, Users will not be entitled to any refund. If Company terminates or suspends User’s account for any reason, Users are prohibited from registering and creating a new account under User’s name, a fake or borrowed name, or the name of any third party, even if Users may be acting on behalf of such third party. In addition to terminating or suspending User’s account, Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive relief.
Even after User’s right to use the Service is terminated or suspended, this Agreement will remain enforceable against Users.
Users may terminate this Agreement at any time by ceasing all use of the Service. All sections which by their nature should survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement.
What Personal Information About Customers Does Company Gather?
The information we learn from customers helps us personalize and continually improve User’s Service experience. Here are the types of information we gather.
- Information Users Give Us: We receive and store any information Users enter on our Site or give us in any other way. Users can choose not to provide certain information, but then Users might not be able to take advantage of many of our features. We use the information that Users provide for such purposes as responding to User’s requests, customizing future shopping for Users, improving our Services, and communicating with Users.
- Automatic Information: We receive and store certain types of information whenever Users interact with us. For example, like many Web sites, we use "cookies," and we obtain certain types of information when User’s Web browser accesses Company or advertisements and other content served by or on behalf of Company on other Web sites to see examples of the information we receive.
- Mobile: When Users download or use Company or our subsidiaries or affiliates, we may receive information about User’s location and User’s mobile device, including a unique identifier for User’s device. We may use this information to provide Users with location-based services, such as advertising, search results, and other personalized content. Most mobile devices allow Users to turn off location services.
- E-mail Communications: To help us make e-mails more useful and interesting, we often receive a confirmation when Users open e-mail from Company if User’s computer supports such capabilities. We also compare our customer list to lists received from other companies, in an effort to avoid sending unnecessary messages to our customers. If Users do not want to receive e-mail or other mail from us, please adjust User’s Customer communication preferences.
- Information from Other Sources: We might receive information about Users from other sources and add it to our account information.
What about Cookies?
- Cookies are unique identifiers that we transfer to User’s device to enable our systems to recognize User’s device and to provide features, personalized advertisements on other web sites, and storage of User’s activities on the Site between visits.
Does Company Share the Information It Receives?
Information about our customers is an important part of our business, and we are not in the business of selling it to others. We share customer information only as described below and with subsidiaries, Company controls, that either are subject to this Privacy Notice or follow practices at least as protective as those described in this Privacy Notice.
- Affiliated Businesses We Do Not Control: We work closely with affiliated businesses and we share customer information related to those transactions with that third party.
- Third-Party Service Providers: We employ other companies and individuals to perform functions on our behalf. Examples include Contractors completing Tasks and fulfilling orders, analyzing data, providing assistance, providing search results and links, processing credit card payments, and providing customer service. They have access to personal information needed to perform their functions, but may not use it for other purposes.
- Promotional Offers: Sometimes we send offers to selected groups of Company Customers on behalf of other businesses. When we do this, we do not give that business User’s name and address.
- Protection of Company and Others: We release account and other personal information when we believe release is appropriate to comply with the law; enforce or apply our Terms and Conditions and other agreements; or protect the rights, property, or safety of Company, our users, or others. This includes exchanging information with other companies and organizations for fraud protection and credit risk reduction. Obviously, however, this does not include selling, renting, sharing, or otherwise disclosing personally identifiable information from customers for commercial purposes in violation of the commitments set forth in this Privacy Notice.
- With User’s Consent: Other than as set out above, Users will receive notice when information about Users might go to third parties, and Users will have an opportunity to choose not to share the information.
How Secure Is Information About Me?
- We work to protect the security of User’s information during transmission by using Secure Sockets Layer (SSL) software, which encrypts information Users input.
- We reveal only the last four digits of User’s credit card numbers when confirming an order. Of course, we transmit the entire credit card number to the appropriate credit card company during order processing.
- It is important for Users to protect against unauthorized access to User’s password and to User’s computer. Be sure to sign off when finished using a shared computer.
Which Information Can I Access?
Company gives Users access to a broad range of information about User’s account and User’s interactions with Company for the limited purpose of viewing and, in certain cases, updating that information.
What Choices Do I Have?
- As discussed above, Users can always choose not to provide information, even though it might be needed to make a purchase or to take advantage of such Service features.
- Users can add or update certain information on pages. When Users update information, we usually keep a copy of the prior version for our records.
10. User Content
Company may, in Company’s sole discretion, permit Users from time to time to submit, upload, publish or otherwise make available through the Service; textual, audio, and/or visual content and information, including commentary and feedback related to the Service, and other information that may be posted to the Site ("User Content"). Any User Content provided by Users remains User’s property. However, by providing User Content to Company or the Site, Users grant Company a worldwide, perpetual, irrevocable, transferrable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and Company’s business and on third-party sites and services), without further notice to or consent from Users, and without the requirement of payment to Users or any other person or entity.
Users represent and warrant that: (i) Users either are the sole and exclusive owner of all User Content or Users have all rights, licenses, consents and releases necessary to grant Company the license to the User Content as set forth above; and (ii) neither the User Content nor User’s submission, uploading, publishing or otherwise making available of such User Content nor Company’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party's intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
Users agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by Company in its sole discretion, whether or not such material may be protected by law. Company may, but shall not be obligated to, review, monitor, or remove User Content, at Company’s sole discretion and at any time and for any reason, without notice to Users.
Users agree that any User Content provided by Users, whether or not such User Content is published to the Site, is provided on a non-proprietary and non-confidential basis and Users authorize User Content to be made available in a searchable format to Users with access to the Site or Services. Users agree that Company shall be free to use or disseminate such freely searchable User Content on an unrestricted basis for the purpose of providing the Services.
Company does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and Company expressly disclaims any and all liability in connection with all User Content. Company does not permit copyright infringing activities and infringement of intellectual property rights on the Site, and Company will remove any User Content if properly notified that such Posting or Submitted Content infringes on another's intellectual property rights. Company reserves the right to remove any User Content without prior notice.
The Service my host User Content relating to reviews of specific Experts. Such reviews are opinions and not the opinion of Company, have not been verified or approved by Company and each Professional should undertake their own research to be satisfied that a specific Expert is the right person for a Task. Users agree that Company is not liable for any User Content.
Users hereby grant Company a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise and use any and all of User’s copyright, publicity rights, and any other rights Users have in User’s Information, in any media now known or not currently known in order to perform and improve upon the Service, including marketing purposes.
Each Expert who provides to Company any personal information, digital information, videotape, film, record, photograph, voice, or all related work product,, in exchange for the right to use the Service, hereby irrevocably grants to the Company the non-exclusive, royalty-free, transferable, sub-licensable, worldwide, unrestricted, and perpetual right to:
- Use any information, or work product that such Expert provides to the Company, and use, reproduce, modify, or creative derivatives of such Expert picture, silhouette and other reproductions of their physical likeness (as the same may appear in any still camera photograph and/or motion picture film or video) (collectively the “Physical Likeness”), in and in connection with the exhibition, distribution, display, performance, transmission, broadcasting on any and all media, including, without limitation, the internet, of any videos or images of such Expert in connection with the Service.
- Reproduce in all media any recordings of such Expert’s voice, and all related instrumental, musical, or other sound effects (collectively, the “Voice”), made in connection with the Service.
- Use, and permit to be used, such Expert’s Physical Likeness and Voice in the advertising, marketing, and/or publicizing of the Service in any media.
- Use, and permit to be used, such Expert’s name and identity in connection with the Service.
Each Expert hereby waives all rights and releases the Company from, and shall neither sue nor bring any proceeding against any Company for, any claim or cause of action, whether now known or unknown, for defamation, invasion of right to privacy, publicity or personality or any similar matter, or based upon or relating to the use and exploitation of such Expert’s identity, likeness or voice in connection with the Service.
Each Expert acknowledges that the Company shall not owe any financial or other remuneration for using any Expert provided information, material, or Voice, , and further acknowledges that the Company is not responsible for any expense or liability incurred as a result of using such Expert’s Voice or materials.
11. Links to Other Websites
Links (such as hyperlinks) from the Service to other sites on the Web do not constitute an endorsement by Company of those sites or their content. Such links are provided as an information service, for reference and convenience only. Company does not control any such sites, and is not responsible for their content. The existence of links on the Service to such websites (including without limitation external websites that are framed by the Company Service as well as any advertisements displayed in connection therewith) does not mean that Company endorses any of the material on such websites, or has any association with their operators. It is User’s responsibility to evaluate the content and usefulness of the information obtained from other sites.
12. Worker Classification and Withholdings
Users do not have authority to enter into written or oral — whether implied or express — contracts on behalf of Company. Each User acknowledges that Company does not, in any way, supervise, direct, or control an Expert’s work or Tasks performed in any manner. Company does not set an Expert’s work hours or location of work. Company will not provide any equipment, labor or materials needed for a particular Task.
The Service is not an employment service and Company does not serve as an employer of any User. As such, Company will not be liable for any tax or withholding, including but not limited to unemployment insurance, employer’s liability, social security or payroll withholding tax in connection with User’s use of Users’ services.
Users agree to indemnify, hold harmless and defend Company from any and all claims that an Expert was misclassified as an independent contractor, any liabilities arising from a determination by a court, arbitrator, government agency or other body that an Expert was misclassified as an employee (including, but not limited to, taxes, penalties, interest and attorney’s fees), any claim that Company was an employer or joint employer of an Expert, as well as claims under any employment-related laws, such as those relating to employment termination, employment discrimination, harassment or retaliation, as well as any claims for overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker's compensation benefits, unemployment benefits, or any other employee benefits.
13. Intellectual Property Rights
All text, graphics, editorial content, data, formatting, graphs, designs, HTML code, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content (collectively “Proprietary Material”) that Users see or read through the Service is owned by Company, excluding User Content that Company has the right to use. Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. Company owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such Proprietary Materials as a Collective Work under the United States Copyright Act, as amended. The Proprietary Material is protected by the domestic and international laws of copyright, patents, and other intellectual property rights and laws. Users may not copy, download, use, redesign, reconfigure, or retransmit anything from the Service without Company's express prior written consent and, if applicable, the third party holder of the rights to the User Content. Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior permission of Company and, if applicable, the holder of the rights to the User Generated Content.
The service marks and trademarks of Company, including without limitation Company and the Company logos are service marks owned by Company. Any other trademarks, service marks, logos and/or trade names appearing via the Service are the property of their respective owners. Users may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
14. Copyright Complaints and Copyright Agent
Pursuant to the Digital Millennium Copyright Act of 1998 ("DMCA"), Company has established policies for dealing with alleged and actual copyright and trademark infringement. Company respects the intellectual property of others, and expects Users to do the same. If Users believe, in good faith, that any materials provided on or in connection with the Service infringe upon User’s copyright or other intellectual property right, please send the following information to Company's Copyright Agent at: Skwerl, Inc., P.O. Box 3138, Laguna Hills, CA 92654 or info@goSkwerl.com:
- A description of the copyrighted work that Users claim has been infringed, including the URL (Internet address) or other specific location on the Service where the material Users claim is infringed is located. Include enough information to allow Company to locate the material, and explain why Users think an infringement has taken place;
- A description of the location where the original or an authorized copy of the copyrighted work exists -- for example, the URL (Internet address) where it is posted or the name of the book in which it has been published;
- User’s address, telephone number, and email address;
- A statement by Users that Users have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- A statement by Users, made under penalty of perjury, that the information in User’s notice is accurate, and that Users are the copyright owner or authorized to act on the copyright owner's behalf; and
- An electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.
15. Confidential Information
Users acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of Company and agree that Users will not disclose, transfer, use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than disclosure to User’s authorized employees and agents who are bound to maintain the confidentiality of Confidential Information. Users shall promptly notify Company in writing of any circumstances which may constitute unauthorized disclosure, transfer, or use of Confidential Information. Users shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer or use. Users shall return all originals and any copies of any and all materials containing Confidential Information to Company upon termination of this Agreement for any reason whatsoever. The term “Confidential Information” shall mean any and all of Company’s trade secrets, confidential and proprietary information and all other information and data of Company that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information disclosed directly or indirectly in writing, orally or by drawings or observation.
Users agree that for a two (2) year period after being connected with another User of the Site Users will not directly or indirectly, for User’s self, or on behalf of another, attempt to or actually engage in any relationship outside of the Site, with such User. Users further agree not to use the information from the Site in an attempt to circumvent Company.
16. Disclaimer of Warranties
USE OF THE SERVICE IS ENTIRELY AT USER’S OWN RISK.
THE SERVICE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE TASKS PROVIDED THROUGH THE SERVICE OR THE CONTENT OF ANY SITES LINKED TO THE SERVICE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT OR COMPLETED TASKS OR UNCOMPLETED TASKS, (II) FINANCIAL DAMAGE, BUSINESS DAMAGE, PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM USER’S ACCESS TO AND USE OF THE SERVICE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF THE SERVICE AND/OR ANY AND ALL TASK, PERSONAL INFORMATION, AND/OR FINANCIAL INFORMATION STORED THEREIN. COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY TASK REQUESTED THROUGH THE SERVICE OR ANY SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING AND COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN USERS AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES, OTHER THAN AS PROVIDED HEREIN. AS WITH THE PURCHASE OF A TASK OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, USERS SHOULD USE USER’S BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
WITHOUT LIMITING THE FOREGOING, NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS WARRANT THAT ACCESS THE SERVICE WILL BE UNINTERRUPTED OR THAT THE SERVICE WILL BE ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, COMPLETENESS OR CONTENT OF ANY TASK OR SERVICE, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE SERVICE.
NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER.
NEITHER COMPANY NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE SERVICE IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. COMPANY AND ITS AFFILIATES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL INFORMATION SUPPLIED BY USERS WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
IN ADDITION, NOTWITHSTANDING ANY FEATURE, EACH CONTRACTOR IN CONJUNCTION WITH THE CUSTOMER IS RESPONSIBLE FOR DETERMINING THE TASK AND COMPANY DOES NOT WARRANT ANY TASK OR SERVICES PURCHASED BY A CUSTOMER. COMPANY DOES NOT PROVIDE ANY WARRANTIES OR GUARANTEES REGARDING ANY CONTRACTOR’S ACCREDITATION, REGISTRATION OR LICENSE.
17. No Liability
USERS ACKNOWLEDGE AND AGREE THAT COMPANY IS ONLY WILLING TO PROVIDE THE SERVICE IF USERS AGREE TO CERTAIN LIMITATIONS OF COMPANY’S LIABILITY TO USERS AND THIRD PARTIES. THEREFORE, USERS AGREE NOT TO HOLD COMPANY, ITS AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS LIABLE FOR ANY DAMAGE, SUITS, CLAIMS, AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO USER’S OR ANY OTHER PARTY’S USE OF OR INABILITY TO USE THE SERVICE, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT THAT IS SEXUAL OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE, AND DESTRUCTION OF PERSONAL PROPERTY), ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY COMPANY OR ITS CONTRACTORS, AFFILIATES OR LICENSORS AND ANY DESTRUCTION OF USER’S INFORMATION.
UNDER NO CIRCUMSTANCES WILL COMPANY, ITS AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH USER’S USE OF OR INABILITY TO USE THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO USERS. COMPANY DOES NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK TASK, WHETHER COMPLETED OR NOT, PERFORMED VIA THE SERVICE.
IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT COMPANY OR ITS AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS IS LIABLE FOR DAMAGES IN, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY USERS TO COMPANY DURING THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE.
Users hereby agree to indemnify, defend, and hold harmless Company, its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries, and affiliates from and against any and all claim, loss, expense or demand of liability, including attorneys' fees and costs incurred, in connection with (i) User’s use or inability to use the Service, or (ii) any content submitted by Users or using User’s account to the Service, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful, or (iii) any third party claim arising out of User’s request of a Task, use of a completed Task, (iv) or User’s use of the Service in any other manner. Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to User’s indemnification. Users will not, in any event, settle any claim or matter without the written consent of Company.
19. Dispute Resolution
INFORMAL NEGOTIATIONS. To expedite resolution and reduce the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), Users and Company agree to first attempt to negotiate any Dispute (except those Disputes expressly excluded below) informally for at least thirty (30) days before initiating any arbitration. Such informal negotiations will commence upon written notice. User’s address for such notices is User’s billing address, with an email copy to the email address Users have provided to Company. Company’s address for such notices is Skwerl, Inc., P.O. Box 3138, Laguna Hills, CA 92654 Attention: Legal.
BINDING ARBITRATION. If Users and Company are unable to resolve a Dispute through informal negotiations, all claims arising from use of the Service (except those Disputes expressly excluded below) finally and exclusively resolved by binding arbitration The arbitration will be commenced and conducted under the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website www.adr.org. User’s arbitration fees and User’s share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules).
EXCEPTIONS TO ALTERNATIVE DISPUTE RESOLUTION. Each party retains the right to bring an individual action in small claims court or to seek injunctive or other equitable relief on an individual basis in a federal or state court in Orange County, California with respect to any dispute related to the actual or threatened infringement, misappropriation or violation of a party’s intellectual property or proprietary rights.
WAIVER OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Users and Company agree that any arbitration will be limited to the Dispute between Company and Users individually. USERS ACKNOWLEDGE AND AGREE THAT USERS AND COMPANY ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both Users and Company otherwise agree, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” Section will be deemed null and void.
Arbitration will take place in Orange County, California. Users and Company agree that for any Dispute not subject to arbitration (other than claims proceeding in any small claims court), or where no election to arbitrate has been made, the California state and Federal courts located in Orange County, California have exclusive jurisdiction and Users and Company agree to submit to the personal jurisdiction of such courts.
Users agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Platform must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
20. Governing Law
Users and Company agree that, other than as set forth under the subsection entitled “Waiver Of Right To Be A Plaintiff Or Class Member In A Purported Class Action Or Representative Proceeding” in Section 19 above, if any portion of Section 19 entitled “Dispute Resolution” is found illegal or unenforceable, that portion will be severed and the remainder of the section will be given full force and effect. Notwithstanding the foregoing, if the subsection entitled “Exceptions to Alternative Dispute Resolution” in Section 19 is found to be illegal or unenforceable, neither Users nor Company will elect to arbitrate any Dispute falling within that portion of that subsection that is found to be illegal or unenforceable and such Dispute will be decided by a court of competent jurisdiction within Orange County, California, and Users and Company agree to submit to the personal jurisdiction of that court.
Except as expressly provided otherwise, this Agreement will be is governed by, and will be construed under, the laws of the State of California, without regard to choice of law principles.
21. Special Promotions
Company may from time to time provide certain promotional opportunities, sweepstakes and contests to Users. All such promotions will be run at the sole discretion of Company, and can be activated, modified or removed at any time by Company without advance notification.
Company may, in Company’s sole discretion, create promotional codes that may be redeemed for Service credit, or other features or benefits related to the Services and/or a Third Party Provider's services, subject to any additional terms that Company establishes on a per promotional code basis ("Promo Codes"). Users agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by Company; (iii) may be disabled by Company at any time for any reason without liability to Company; (iv) may only be used pursuant to the specific terms that Company establishes for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to Users use. Company reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by Users or any other user in the event that Company determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or these Terms.
22. No Agency
No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement.
23. General Provisions
Failure by Company to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right.
This Agreement constitutes the entire agreement between Users and Company with respect to its subject matter. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will be enforced to the fullest extent possible, and the remaining provisions will remain in full force and effect. This Agreement will inure to the benefit of Company, its successors and assigns.
24. Changes to this Agreement and the Service
USERS HEREBY ACKNOWLEDGE THAT USERS HAVE READ AND UNDERSTAND THE FOREGOING TERMS OF SERVICE AND AGREE THAT MY USE OF THE SERVICE IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.
25. Electronic Communications
The communications between Users and Company may use electronic means, whether Users visit the Site or send us emails, or whether Company posts notices on the Service or communicates with Users via email. For contractual purposes, Users (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to Users electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect Users’ non-waivable rights.