Construction Exchange Terms of Service
The effective date of this Agreement is July
1, 2008.
By using the Construction Exchange Services (as defined below) which are
owned and operated by Construction Exchange Inc. ("Construction Exchange") and by
accessing the Construction Exchange Site located at http://www.constructionexchange.com,
and all linked pages owned and operated by Construction Exchange (the "Construction
Exchange Site"), you agree to be bound by these terms of service, as well as any
other guidelines, rules and additional terms referenced herein, and all such guidelines,
terms and rules are hereby incorporated herein by this reference (collectively,
"Terms of Service").
Construction Exchange's on-line services which are available
at the Construction Exchange Site will, among other things, help you find businesses/services
you are looking for by allowing you to get reviews from other Construction Exchange
users, post and share these reviews with Construction Exchange users, and view third
party postings/reviews regarding similar businesses/services ("Construction Exchange
Service").
These Terms of Service set out the legally binding terms with respect
to your use of and our provision of the Construction Exchange Site and Construction
Exchange Services. Please read these Terms of Service carefully. Your access to
or use of the Construction Exchange Service constitutes your acceptance of all the
provisions of these Terms of Service. If you are unwilling to be bound by these
Terms of Service, do not access or use the Construction Exchange Service.
1. Eligibility.
You must be 18 or over, or the legal age to form a binding contract in your jurisdiction
if that age is greater than 18 years of age, to register as a member of Construction
Exchange or use the Construction Exchange Site and Construction Exchange Services.
If you are under the age of 18 or the applicable legal age in your jurisdiction,
you can use the Construction Exchange Service only in conjunction with, and under
the supervision of, your parent or guardian who has agreed to the Terms of Service.
If you do not qualify, do not use the Service. Membership in the Construction Exchange
Service is void where prohibited by applicable law, and the right to access the
Construction Exchange Site is revoked in such jurisdictions.
2. Changes to the Agreement
or the Construction Exchange Services.
You agree and understand that these Terms
of Service, the Construction Exchange Site and the Construction Exchange Services
may be modified by Construction Exchange at any time without prior notice, and such
modifications will be effective upon Construction Exchange's posting of the new
terms and/or upon implementation of the new changes on the Construction Exchange
Site. You agree to review the Terms of Service periodically so that you are aware
of any modifications. Your continued use of the Construction Exchange Service after
any modifications indicates your acceptance of the modified Terms of Service.
3.
Registration and Security.
In order to use or access some of the Construction Exchange
Services, you may be required to register with Construction Exchange and to select
a password and user name, which shall consist of an email address you own and use
("User ID"). If you register, you agree to provide Construction Exchange with accurate,
complete, and updated registration information. Failure to do so shall constitute
a breach of these Terms of Service, which may result in immediate termination of
your account. You may not: (i) enter, select or use a false name or an email address
owned or controlled by another person with the intent to impersonate that person,
or, (ii) use as a User ID a name subject to any rights of a person other than yourself
without appropriate authorization. Construction Exchange reserves the right to refuse
registration of, or cancel a User ID in its discretion. You shall be responsible
for maintaining the confidentiality of your password and are fully responsible for
all activities that occur under your User ID and password. Any User ID and password
provided to you for your access to the Construction Exchange Service shall be for
your personal use only. You agree to (a) immediately notify Construction Exchange
of any unauthorized use of your User ID or password, and (b) ensure that you exit
from your account at the end of each session.
4. Use of the Site/Services by Members.
Subject to the restrictions on use and on posting set forth in this Agreement, you
may: use the Construction Exchange Site to solicit reviews from, and share reviews
with other Construction Exchange users; search the Construction Exchange database
for reviews and business contact information; forward reviews to people you know,
whether or not they are existing Construction Exchange users; invite people you
know to join Construction Exchange; and download or copy the portions of the information,
data, text, sound, photographs, graphics, video, messages and other materials available
via the Construction Exchange Service ("Content"), and other items displayed on
the Construction Exchange Site, for your own use. You may not copy or distribute
any portion of the Construction Exchange Site and/or Construction Exchange Service
for any purpose not authorized above without the express written permission of Construction
Exchange. Construction Exchange does not control the Content posted by third parties
via the Construction Exchange Service, including the content of any messages or
reviews, and does not guarantee the accuracy, integrity or quality of such Content.
You understand that by using the Construction Exchange Service you may be exposed
to Content that is offensive, indecent or objectionable. Under no circumstances
will Construction Exchange be liable in any way for any Content, including any errors
or omissions in any Content, or any loss or damage of any kind incurred as a result
of your use of any Content. You are responsible for complying with all laws applicable
to the Content you submit via the Construction Exchange Service. You agree that
you must evaluate and bear all risks associated with the use of any Content, including
any reliance on the content, integrity, and accuracy of such Content.
5. Restrictions
on Rights to Use.
You agree that you shall not (and you agree not to allow any third
party to): o modify, adapt, translate, or reverse engineer any portion of the Construction
Exchange Site and/or Construction Exchange Service; o remove any copyright, trademark
or other proprietary rights notices contained in or on the Construction Exchange
Site and/or Construction Exchange Service or in or on any Content or other material
obtained via the Construction Exchange Site and/or Construction Exchange Service;
o use any robot, spider, site search/retrieval application, or other automated device,
process or means to access, retrieve or index any portion of the Construction Exchange
Site and/or Construction Exchange Service; o access, retrieve or index any portion
of the Construction Exchange Site and/or Construction Exchange Service for purposes
of constructing or populating a searchable database of business reviews; o collect
any information about other users or members (including usernames and/or email addresses)
for any purpose other than to solicit and share reviews with other Construction
Exchange users or members; o reformat or frame any portion of the web pages that
are part of the Construction Exchange Site and/or Construction Exchange Service;
o create user accounts by automated means or under false or fraudulent pretenses;
o create or transmit unwanted electronic communications such as "spam" to other
users or members of the Construction Exchange Site and/or Construction Exchange
Service or otherwise interfere with other user's or member's enjoyment of the Construction
Exchange Site and/or Construction Exchange Service; o transmit any viruses, worms,
defects, Trojan horses or other items of a destructive nature; o use of the Construction
Exchange Site or Construction Exchange Services to violate the security of any computer
network, crack passwords or security encryption codes, transfer or store illegal
material including that are deemed threatening or obscene; o copy or store any Content
offered on the Construction Exchange Site for other than your own use; o use any
device, software or routine that interferes with the proper working of the Construction
Exchange Site and/or Construction Exchange Service, or otherwise attempt to interfere
with the proper working of the Construction Exchange Site and/or Construction Exchange
Service; o take any action that imposes, or may impose in our sole discretion, an
unreasonable or disproportionately large load on our IT infrastructure; o use any
Content marked as obtained from or belonging to Acxiom except in compliance with
the additional terms specified below; o use the Construction Exchange Site and/
or Construction Exchange Service, intentionally or unintentionally, to violate any
applicable local, state, national or international law; or o collect or store personal
data about other users in connection with the prohibited activities described in
this paragraph.
6. Content Posted By You on the Construction Exchange Site.
You
are solely responsible for any Content and other material that you submit, publish
or display on the Construction Exchange Site or transmit to other members and/or
other website users (hereinafter, "Posted Content"). o You may not post, distribute,
or reproduce in any way any copyrighted material, trademarks, or other proprietary
information without obtaining the prior written consent of the owner of such proprietary
rights. You may not submit any Content or material that infringes, misappropriates
or violates the intellectual property, publicity, privacy or other rights of any
party. o You may not provide any Posted Content that falsely express or imply that
such Content or material is sponsored or endorsed by Construction Exchange. o You
may not provide any Posted Content that is unlawful or that promotes or encourages
illegal activity. o You understand and agree that Construction Exchange may review
and delete any business listings (including business name, address, phone, fax,
distance, reviews, rating, reviews) or other Posted Content that in the sole judgment
of Construction Exchange violates these Terms of Service or which might be offensive,
illegal, or that might violate the rights of, harm, or threaten the safety of other
users or members of the Construction Exchange Site and/or other website users. o
You are solely responsible for your ratings and reviews of businesses listed on
Construction Exchange. Construction Exchange reserves the right, but has no obligation,
to monitor disputes between you and any entity which you have reviewed. o You agree
that you will only provide Posted Content that you believe to be true and you will
not purposely provide false or misleading information. o By posting Posted Content
on the Construction Exchange Site, you agree to and hereby do grant, and you represent
and warrant that you have the right to grant, Construction Exchange, its contractors,
and the users of the Construction Exchange Site an irrevocable, perpetual, royalty-free,
fully sublicensable, fully paid up, worldwide license to use, copy, publicly perform,
digitally perform, publicly display, and distribute such Posted Content and to prepare
derivative works of, or incorporate into other works, such Posted Content. This
license is non-exclusive, except you agree that Construction Exchange shall have
the exclusive right to practice this license to the extent of combining your Posted
Content with the Posted Content of other Construction Exchange users for purposes
of constructing or populating a searchable database of business reviews. o The following
is a partial list of the kind of Content and communications that are illegal or
prohibited on/through the Construction Exchange Site. Construction Exchange reserves
the right to investigate and take appropriate legal action in its sole discretion
against anyone who violates this provision, including without limitation, removing
the offending communication from the Construction Exchange Service and terminating
the membership of such violators or blocking your use of the Construction Exchange
Service and/or Construction Exchange Site. You may not post Content that: is false
or intentionally misleading; is patently offensive to users of the Construction
Exchange Site, such as Content or messages that promotes racism, bigotry, hatred
or physical harm of any kind against any group or individual; harasses or advocates
harassment of another person; involves the transmission of unsolicited mass mailing
or "spamming"; violates the intellectual property or other rights of any person;
promotes illegal activities or conduct that is abusive; is threatening, obscene,
defamatory or libelous; is pornographic or sexually explicit in nature; and
seeks or recommends providers of material that exploits people under the age of
18 in a sexual or violent manner, or seeks or recommends providers that solicit
personal information from anyone under 18.
7. Venue Only.
If you enter into correspondence
or engage in commercial transactions with third parties in connection with your
use of the Construction Exchange Service, such activity is solely between you and
the applicable third party. Construction Exchange shall have no liability, obligation
or responsibility for any such activity. You hereby release Construction Exchange
from all claims arising from such activity.
8. Privacy.
Use of the Construction
Exchange Site and/or the Construction Exchange Service is also governed by our Privacy
Policy, a copy of which is currently located at http://www.Construction Exchange.com/static?p=privacy
9. Term.
These Terms of Service will remain in full force and effect while you use
the Construction Exchange Site and/or Construction Exchange Services. Either Party
may terminate these Terms of Service for any reason, at any time. Sections 9, 10,
11, 12, 13, 14, 15 and 16 shall survive any termination or expiration of these Terms
of Service.
10. Ownership.
The Construction Exchange Site and Construction Exchange
Service (including, but not limited to, text, photographs, graphics, video and audio
Content) are protected by copyright as collective works or compilations under the
copyright laws of the United States and other countries. All individual articles,
Content and other elements comprising the Construction Exchange Site and Construction
Exchange Service are also copyrighted works. Except for the Content submitted by
members or users, the Construction Exchange Service and all aspects thereof, including
all copyrights, trademarks, and other intellectual property or proprietary rights
therein, is owned by Construction Exchange or its licensors. You acknowledge that
the Construction Exchange Service and any underlying technology or software used
in connection with the Construction Exchange Service contain Construction Exchange's
proprietary information. You may not modify, reproduce, distribute, create derivative
works of, publicly display or in any way exploit, any of the content, software,
and/or materials available on the Construction Exchange Site, or Construction Exchange
Services in whole or in part except as expressly provided in Construction Exchange's
policies and procedures made available via the Construction Exchange Service. Except
as expressly and unambiguously provided herein, Construction Exchange and its suppliers
do not grant you any express or implied rights, and all rights in the Construction
Exchange Service not expressly granted by Construction Exchange to you are retained
by Construction Exchange.
11. Miscellaneous.
If there is any dispute about or involving
the Construction Exchange Site and/or the Construction Exchange Service, by using
the Construction Exchange Site, you agree that the dispute will be governed by the
laws of the State of California without regard to its conflict of law provisions.
You agree to personal jurisdiction by and venue in the state and federal courts
of the State of California, City of San Francisco. No agency, partnership, joint
venture, or employment is created as a result of these Terms of Service and you
do not have any authority of any kind to bind Construction Exchange in any respect
whatsoever. Construction Exchange may provide you with notices, including those
regarding changes to the Terms of Service by email, regular mail or postings on
the Construction Exchange Service. These Terms of Service, accepted upon use of
the Construction Exchange Site, and all terms, guidelines and rules referenced herein
contain the entire agreement between you and Construction Exchange regarding the
use of the Construction Exchange Site and/or the Construction Exchange Service.
The failure of Construction Exchange to exercise or enforce any right or provision
of these Terms of Service shall not constitute a waiver of such right or provision.
The failure of either party to exercise in any respect any right provided for herein
shall not be deemed a waiver of any further rights hereunder. If any provision of
these Terms of Service is found to be unenforceable or invalid, that provision shall
be limited or eliminated to the minimum extent necessary so that these Terms of
Service shall otherwise remain in full force and effect and enforceable. These Terms
of Service are not assignable, transferable or sublicensable by you except with
Construction Exchange's prior written consent. The section titles in these Terms
of Service are for convenience only and have no legal or contractual effect. These
Terms of Service include Construction Exchange's acceptable use policy for Content
posted on the Construction Exchange Site, Construction Exchange's Privacy Policy,
and any notices regarding the Construction Exchange Site.
12. Contact and Violations.
Please contact us with any questions regarding these Terms of Service. Please report
any violations of the Terms of Service to support@ConstructionExchange.com.
13.
Mark.
Construction Exchange is a proprietary service mark of Construction Exchange
Inc.